Once Upon a Shooting Star
by DP-shrine-in-closet-girl
Summary: "Now, Shooting Star, you know I would never hurt you," Bill Cipher said as he smirked like the Cheshire cat, a large, sharp smile that made her feel like she was nothing more than a play thing. She had wanted to believe him; to believe that he wasn't just a monster. But if he was supposed to be the 'prince in disguise', then that meant she was living one messed up fairytale.
1. Back to Gravity Falls

**Greeting readers! Welcome to my newest fic. **

**This is just the prologue and I promise Bill will come in next chapter when the story really begins. Also, I'm dpshrineinclosetgirl on tumblr if you want to follow me on tumblr for updates on this fic and maybe extra scenes and such. There is a link in my profile.**

**And I really want to thank my beta, cubot, for editing this story! I definitely feel better about posting this because of you! **

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_All that we see or seem is but a dream within a dream._

-Edgar Allan Poe

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**Prologue: Back to Gravity Falls**

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She was crying.

She had her sweater pulled up over her head just like she always used to do when she was little. She was in Sweater Town again.

Dipper sighed. He had just managed to get her out of Sweater Town two weeks ago, and now they were back to square one.

"Mabel, are you going to come out and talk to me?"

She shook her head.

"Mabel, what am I going to do if you permanently move into sweater town?" Dipper joked to lighten the mood. "We're not supposed to be separated like that until college."

Dipper saw her tense. "D-don't talk about that," she croaked.

Dipper bit his lip, quickly realizing his mistake. Now that they were sixteen and getting older with every passing year, any talk of moving away from each other when they went to college was off-limits.

They just didn't want to think about it. Dipper didn't know why his brain thought this was a time to bring it up.

"Sorry," he apologized. "Now will you come out and talk to me already?"

"Dipper..." he heard her whisper, and he had to lean in to hear the rest. "Is there something wrong with me?"

Dipper leaned back, stunned.

"What? Of course not! What are you talking about, Mabel?"

She shifted so her eyes peaked over the neck of her sweater.

"Come on Dipper, isn't it obvious?" Her voice was thick from crying, and she sounded like she was on the verge of breaking down again.

Dipper shook his head. "I have no idea what you're talking about."

"Everyone leaves me, Dip!" Mabel exploded, her head finally emerging fully from her sweater, and tears were leaking down her face. "I can't keep a boyfriend! Ryan broke up with me two weeks ago, and Nick cheated on me! What's wrong with me? I think I've had a boyfriend barely longer than a month one time?" She started crying again, her shoulders shaking with every sob.

Dipper sat there, stunned at first, unsure about how to react, and then his instincts from years of being a brother kicked in.

"Oh, Mabel," he said softly as he wrapped his arms around his sister. She curled into him, crying heavily on his chest as he hugged her close. "There is nothing wrong with you. It's not your fault he cheated on you." His grip on his sister tightened protectively as he thought of that jackass. "He was a jerk and it's his loss. Don't blame yourself for his mistake."

She sniffed. "I-I know, but it's not just him… it's everyone I've dated! No matter how much I like them, they leave me."

Dipper frowned. He understood what his sister was talking about. Mabel had horrible luck with attracting guys who didn't stay around for very long, either because they turned out to be jerks or because they changed their mind about the relationship. There were a few times that Mabel had to break up with her boyfriend, but more often it was the other way around, and it always came as a shock to his poor sister, because Mabel was the type of person that when she fell for someone, she fell hard.

It wasn't like Mabel felt like she needed a boyfriend either. There were times when she declared that she wanted to be single for a while. However, a week would go by and suddenly a new boy would catch her eye. The problem was Mabel loved people too much. Mabel was the kind of person that could find the good in anyone, and because of this, her caring and trusting nature caused her to become romantically involved with some characters that Dipper found to be less than deserving.

"Mabel, none of those guys were your fault! You thought they were good people and they let you down."

"Do-do you think I date too much, Dipper?" Mabel asked, looking up imploringly to her brother, her brown eyes that matched his perfectly were wide and worried. "You were with your ex for two years before you guys broke up; I can barely go a month! I wish I was more like you and I could find someone who will like me for more than just the first week. M-maybe what Pacifica said last summer was right… maybe I date so much because I know no one likes me for very long. Maybe I am a slut."

Dipper couldn't believe what he was hearing. He pushed his sister away from him slightly so he could talk to her properly.

"Now you start listening to Pacifica?" he questioned incredulously. "Now?"

Mabel adverted her eyes to the ground.

"Mabel, you are not a-" Dipper struggled with the word slightly. Even putting his sister's name next to the word 'slut' made his insides crawl. "A slut," he finished finally. "So what if you date a lot? You liked every single one of those guys, didn't you?"

Mabel nodded. "Yeah… a lot… even though you said they gave you a weird feeling… Dipper," Mabel said miserably, "I should have listened to you."

"It's okay, Mabel," Dipper soothed. "I'm used to you not listening to me so why start now?"

That joke succeeded and made her smile, even if it was for just a second.

"Really, Mabel," Dipper stressed. "I might not like every guy you date, and I honestly I don't think any guy is good enough to date my sister, but who you date is your choice and it's not like I can stop you. There is nothing wrong with dating a lot. That's just how you do things, and you and I have always done things very differently, haven't we?"

Mabel nodded silently.

"There is absolutely nothing wrong with you, Mabel! You are just doing things your own way, and for you, doing things your own way sometimes means getting your heart broken. I-I'm different. I'm afraid of getting hurt," Dipper admitted. "I don't open myself up to many people, but Mabel, you've always been so much braver than me. You put yourself out there and you date even though the world tells you it's not going to work. And yeah, that means you get hurt more, but Mabel, that's something I've never been able to do and it's something I've always admired you for."

"What? Getting hurt?" she asked in confusion, her tears finally drying.

"No, trusting people! You trust them so easily, and sometimes a little too much. You're brave… the bravest person I know, and you go with whatever your heart tells you. Yeah, sometimes your trust is placed in the wrong person-"

"Sometimes? Try all the time," Mabel scoffed.

"That's not true," Dipper reasoned. "Some of those guys were really good people, and it just didn't work out. Your relationships might not last for very long, but one day you will find the right person and it will.

"Sometimes I wish I was more like you Dipper…" she mumbled into his shirt, disheartened.

Dipper sighed and closed his eyes. "And I'm so glad you're not, because sometimes…Mabel… I wish I was more like you."

Mabel hugged him tightly and they stayed like that for a long while until her breathing returned to normal and Dipper could tell she had calmed down.

"But hey," Dipper said cheerfully, causing her to look up with her tear-stained face. "Tomorrow none of this will matter, because guess where we'll be?" He prompted and she grinned like all her troubles where suddenly washed from her mind.

That's what that place did for them. It was their escape.

For the fifth summer in a row, the Mystery Twins were going back to the place where it all began.

Look out not-so-sleepy town of Oregon, the twins are coming back to Gravity Falls.

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**I love reviews so feel free to share any thoughts you have. The next chapter will be out soon. **


	2. The Deal

**Thanks for the amazing responses so far guys! I was going to wait a little longer to post the next chapter, but since so many people liked the prologue I figured I would just get on with it! Happy New Year!**

**And as always, a big thanks to my beta cubot for editing this chapter!**

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**Chapter 1: The Deal**

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Bill had been waiting for this moment for years. He had been watching the kids, waiting for his chance to come back. Now that he had been summoned to Gravity Falls by that idiot midget Gideon years ago, the barrier between the dreamscape and this world had been broken and he could come and go as he pleased. Only ancient orders of the past knew how to erect the barrier again and Bill doubted they would be coming back anytime soon.

However, he hadn't been rash. He had waited for his perfect opportunity, and in the meantime, he had kept himself busy causing chaos in the minds of humanity, making deals to make dreams come true and then turning those dreams into nightmares. Oh, how wonderful it was to be free. However, he had some unfinished business here in Gravity Falls.

This opportunity had been a lucky break. Bill had been getting impatient, and had this not have happened, he probably would have forced something equally as bad on the twins.

Ah yes, the twins. They had been coming to gravity falls for five summers now, and they were currently sixteen years old. They didn't look that different to Bill, but he was aware that unlike him, years had a funny way of changing mortals. The one thing that didn't change about the twins, however, was their curiosity. They still used that damn journal to explore the magical side to Gravity Falls. They had been lucky to survive for so long, especially with the dangerous creatures in that town.

This time, though, their luck had run out.

Poor Shooting Star; she really hadn't seen it coming at all. Those manotaurs had been angry at her brother, not her. In fact, they had become quite the enemy of the human child over the years. Little Shooting Star had only been trying to protect her brother. The manotaurs probably would have stopped if they had seen her in time; they usually weren't ones to hurt small girls. But, as fate would have it, they didn't see her.

And now, Dipper was hugging his sister tightly, trying to put pressure on the deadly wound on his sister's stomach while desperately flipping through journal number three in search of a solution.

With the amount of tears streaming down the young boy's face, Bill doubted he could read the pages in from of him.

"D-don't w-worry, Mabel, I'll save you," Dipper chocked out through his sobs. "Th-there has to be something in here! There has to be!"

His sister was unconscious and within the next few minutes she would probably be dead. No, she would be dead. Bill could already feel her life force draining. Dipper was out of time and out of options.

Bill chuckled. This was the perfect opportunity.

"You know, you'll never find anything in there to help you… unless you're looking up the chapter on me, of course."

Dipper's head snapped up in shock. His eyes grew wide as he saw Bill, in his triangular form, floating in the air above him.

"You!" Dipper growled as he pulled his sister closer to his chest protectively. "W-what do you want?"

Bill shrugged. "To help, of course! Your sister doesn't seem to be doing too well there, but hey, what do I know? I'm sure she'll be fine, right? It's not like you mortals need that red stuff to stay inside of you to live or anything."

Dipper shuddered and rocked his sister back and forth as if she were just sleeping and not on the brink of death.

"Wh-why would you want to help?" Dipper spat. "You hate us."

"Eh, I gotta be honest; I don't particularly care for you, Pine Tree. However, you do have something I want, so I thought we could make a deal, hmm?"

Dipper looked down at his sister's pale face, and then back up at Bill, his eyes hardening. "C-can you save her?"

"Save her? That's the deal you want to make? I thought you would ask for fame or fortune or some- Ha! Don't look at me like that, Pine Tree, I'm just kidding, I know what you want. Yeah, I can save her. Easy as pie, really."

Dipper's eyes narrowed as he used his sleeve to wipe the tears from his face. "I don't trust you."

"Well, I don't trust you either, but that doesn't matter. A deal with a demon is binding. We both have to come through. So here's what I'm thinking, I'll save the little Shooting Star, and in return I want the journals."

Dipper glanced down at the journal on the forest floor.

"Wh-what do you want with the journal?"

"Clock is ticking, Pine Tree. Do you really want to sit here and ask questions while your sister bleeds out, or do you want me to save her?"

Dipper gripped Mabel tighter. "O-okay, okay, you have a deal. Take the journal and save my sister… please." His tears dripped onto the top of Mabel's head.

"Sure thing, kid. Just hand over the three journals and she'll be as good as new."

Dipper jerked his head up to stare at the demon, his face pale.

"Three journals?" Dipper croaked. "B-but I just have the one."

Bill shrugged. "I figured as much, but I guess now you have the motivation to find the other two, don't you?"

"B-but… Mabel."

"Don't worry about her." Bill waved his hand and encased the girl in a blue light. "I'll heal her and keep her safe while you look for journal one and two. If you fail, then I will return her in the exact same state she is in now."

"You- you aren't taking her!" Dipper refused, burying his face in the top of Mabel's hair. He hugged her tightly as sobs racked his body.

"If you want her to live, kid, then I am," Bill said with a chuckle. "This is the only deal I will offer, and you have about five seconds to make up your mind."

Dipper glared at Bill, but the demon knew the kid had no choice.

"If you hurt her…" Dipper warned.

"Not a hair," Bill agreed. "In fact, I'll even put it in the deal to make you feel better."

Dipper bit his lip and looked down at his sister one last time. She was still encased in the blue light, which unknown to Dipper, was actually keeping her alive.

"Okay…" he agreed finally.

"Great! So I'll keep her with me and heal her while you find the journals. Once you bring me the other two, I'll give her back good as new. In the meantime, I won't hurt the little Shooting Star. That's all I'm willing to offer, no more, no less. Deal?"

Bill held out his hand as blue fire erupted from his limb.

Dipper hesitated for just a second before he held out his own hand and they shook, sealing the deal.

"Perfect!" With a snap of his fingers, Mabel disappeared from this reality and so had journal number three.

Dipper blinked as his sister disappeared from his arms. He looked lost and Bill figured he was probably going into shock. Mortals were so funny.

"This has been fun, Pine Tree. I'll see you soon! And remember, I'll be watching!"

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**Next chapter Mabel meets Bill again and the story really begins!**


	3. Shooting Star

**Sorry this chapter took so long! I'm trying to finish up my Parapines one before I give this one my full attention and I am almost done with that. Anyway, that's so much for the reviews and support I have gotten thus far! And again, a big thank you to my beta cubot!**

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**Chapter 2: Shooting Star**

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Bill watched as Shooting Star slept on the bed he created for her from her own memories. He actually had a member if Stan's family in his possession! Revenge would be his twice over!

But he wasn't going to hurt her... at least not right away. In fact, quite the opposite. He was going to make Shooting Star trust him. He was a dream demon. He could easily make her dreams come true, even make her love him. It wouldn't take much. All he had to do was change a few memories and influence her emotions with his powers. Humans were such simple creatures.

He could imagine the look of horror on Stanford and Pine Tree's face as Mabel took_ his_ side and defended_ him_. It would crush them. And then, after Pine Tree delivered the journals, Bill would have the power to destroy them all with the very thing Stanford has worked his whole life to…

Well, he was getting ahead of himself.

He saw her stir and Bill thought quickly. If he wanted Shooting Star to trust him then he couldn't look like a demon. Bill wanted her to recognize him, but he also wanted her to empathize with him, even if he couldn't, nor wanted to, respond in kind. He wasn't going to gain her trust looking like a demon.

Bill changed his form quickly, easily warping into a teenager around sixteen years old with gold hair, pale skin, and bright yellow eyes. He wanted to look attractive by human standards, and at the same time, disconcerting. He wore a gold suit and his top hat and bowtie. Just because he looked like a teenager didn't mean he had to lose his fashion sense.

Bill had disguised himself as a humanoid before, so he made sure to use a black eye patch to cover his right eye. Bill always found looking out of two eyes to be distracting and preferred to cover one of them.

Shooting Star stirred again, this time turning in her sleep. She was almost completely healed by now, but healing magic tended to drain humans and make them feel weak. He wasn't surprised she hadn't woken up by now.

"Dipper…" she mumbled in her sleep.

Bill could feel the girl's mind resurfacing as she left her sleep slowly. Then, unexpectedly, the girl shot upwards out of her bed, gasping for air.

"Dipper!" she yelled.

"Ah, a nightmare," Bill commented from his perch on the large windowsill at the far end of the room. "Those are my specialty. It must have been a good one. I'm a bit jealous I didn't create it."

The girl's eyes did a frantic sweep of the room, and then eventually, they landed on Bill.

"Wh-who are you?" the girl croaked out.

"What, you don't recognize me, Shooting Star?" Bill asked with a grin. "I'm crushed."

The girl's face fell drastically only to be replaced by fear. "Bill?" she asked, and every quiver of her tense muscles told Bill she desperately hoped she was wrong.

"That's right, kiddo. The one and only!"

"Wh-what's going on? Where's Dipper? Where's my brother?" She was panicking now, and Bill watched as she glanced at the door to her right, probably thinking it was her only exit.

"Don't worry, Shooting Star. He's fine. He's also not here. You, however, were not fine a couple of minutes ago."

"Wh-what do you mean?" Mabel asked as she tried to collect herself.

"What I mean is: I saved your life. This is where you thank me," Bill hinted with a smirk.

The girl, however, did no such thing. "Save me? You would never do that! You're an evil demon who was in league with Gideon!" She was glaring fiercely at him now, her long brunette hair falling over her face.

Bill sighed. "Yes, yes," he agreed in a bored voice, "but that's all in the past now. You were dying and your brother made a deal with me. I said I would save you if your brother-"

"What did you do with him?" the girl interjected before he could finish. "If you took his soul, demon, I swear-"

"Relax, Shooting Star, your brother's soul is as unharmed as is he. I have no idea what would make you think I would want something like a sixteen-year-old boy's soul in the first place. What would I even do with that?"

"Dipper's okay?" the girl asked again, like she was finally starting to believe it.

Bill crossed his arms in annoyance. She was rather fixated on her brother's safety, and it was not what he expected, nor what he wanted to talk about.

"Yes, he is finding journal number one and two for me. Once he brings them to me, I will release you. That was the terms of our deal." Bill didn't mention that the deal also meant that he couldn't hurt her in the meantime. It might be useful if the girl thought she was in at least some danger. Bill's plans for altering her mind, however, didn't actually count as hurting her, since it would probably make her happier. Dipper wasn't exactly an expert on how to make a deal with a demon without any loopholes.

Mabel cocked her head to the side. "The journals? Why do you want them? And why can't you find them yourself?"

Bill shrugged. "I saw the opportunity to get someone else do the dirty work for me and I grabbed it," Bill lied. "As for why I want the journals… that's a personal matter. Right now, I need to check on you."

"…Check on me?" the girl asked cautiously.

Bill nodded and walked towards her bed. He forced himself to walk instead of float to appear more human. Shooting Star backed up against the headboard of her bed fearfully, her eyes untrusting as she watched his every move.

"S-stay away from me," she ordered. Her voice sounded braver than she looked, which Bill found to be hilarious.

"Relax," he said while rolling his eye. He sat on the edge of her bed, and before she could react, he reached over and lifted up the hem of her shirt, just enough to expose her stomach where she had been impaled.

"H-hey!" she shouted with a blush, which amused Bill even more.

"You see?" he interjected before she could push him away. "Nothing left but a scar."

Curiosity got the best of her, and she looked over to see a light scar on her stomach. Bill's uncovered eye flashed blue, and Mabel watched as the scar disappeared before her eyes.

"There," Bill said while bringing her shirt back down. "I've fulfilled my end of the bargain. Once your brother finds the other two journals you'll be free to go."

Mabel blinked up at him in amazement, and then a small frown crossed her face. "You're just going to keep me here? Why can't I go back and help my brother look for the journals? He's probably really worried about me…"

"It's his worry for you that will keep him motivated," Bill explained. "Don't worry, you'll see him soon. In the meantime, you'll stay here with me."

Mabel looked around the room again. "And where is here exactly?"

"Don't you recognize it?" Bill prompted.

"Well, yeah… this was my bedroom back home when I was a kid before Dipper and I got separate rooms. Dipper's bed is supposed to be over there, but it isn't." Mabel pointed to were the only door in the room was located.

"Exactly, I created this room from your memory. I hoped it would help you feel… more comfortable."

"But where are we really?" Mabel insisted.

"Why, we are in the dreamscape! My reality, as it were," Bill explained. "Reality is nothing more than an illusion of course, but is the plane where I draw my power from."

"Dreamscape?" Mabel wondered out loud to herself. "So, is this like the time we were in Stan's mind and I could make anything happen just by thinking about it?"

Bill chuckled and waved his hand dismissively. "No, no, that was only possible for you because it was an actual dream. This plane of existence won't bend to your will any more than your own reality on earth will."

"But it bends to yours," Mabel pointed out.

"Of course, but then every world bends to my will, because I know the true nature of reality. To me, every reality is a dream I can manipulate."

Mabel was silent for a moment, and Bill wondered if he had lost her.

Suddenly, Mabel's eyes brightened. "Okay, I think I get it, but you're not all-knowing, not even in a dream. If you were, then you wouldn't have needed us to lead you to the combination of the safe in Stan's dream, and you wouldn't need my brother to find the journals for you."

Bill frowned in annoyance. "Yes, I suppose that is correct. Even I have my limitations…" Bill grimaced. Again, this was not the direction he was hoping the conversation would go. "But not here. Here I am omnipotent."

"I don't really get it," Mabel admitted, "But I know I can't just stay here. I'm human, I have to eat and go to the bathroom. You can't just keep me in this room."

"I can create anything you need in the dreamscape. You name the food you want and I will make it appear. Beyond that door is a bathroom with everything you need," Bill explained. Playing the nice host was a strange concept for him.

"Really? You can create _anything_?" she scoffed. Bill could tell she was trying hard to hide her amazement.

"That's right." He adjusted the bowtie on his suit and gave her a cocky grin. He knew impressing this kid would be a synch.

Mabel bit her lip. "Why…" she ventured, looking him up and down hesitantly. "Why do you look like that?"

Bill stood up from her bed and held out his arms so she could observe him. "Like it? I haven't used a human form in a few centuries, and I've never been one this young."

"But… why?" Mabel asked again.

Bill shrugged and then leaned back into the air. Mabel's eyes widened slightly as he allowed himself to float in the air, his arms supporting the back of his head as he relaxed.

"I thought it might be fun. I've never had a human as a guest before, so I thought it made sense to give this form a try. It doesn't matter to me which form I take."

"So you can turn into whatever you want?" Mabel asked and Bill could sense her interest. Bill noted that she was very bad at covering up her emotions, which would make her even easier to manipulate.

"That's right, Shooting Star! I can do more than you could possibly imagine!" He smirked at her.

Mabel folded her legs underneath her like as pretzel. "Why do you call me that?" she challenged.

"Shooting Star? Because that's what you are," he answered easily with a shrug.

"First off, I'm a person, not a star," the girl dismissed in irritation. "Second, do you even know my name?"

Bill rolled his eye. "Of course, I know your name, Mabel. But sometimes a person's name doesn't fit them as well as, say, a symbol. What is that saying you humans have? A picture is worth a thousand words? I can tell you a picture is worth far more than that, but I won't go into the details."

Mabel frowned. "Why do you care so much about symbols and pictures? Why not just call me by my real name?"

Bill sighed. "Hello? Dream demon?" he reminded her. "Dreams are all about interpretation and symbols. Nothing is as it seems in my world… or in any world really." Bill put a hand to his chin thoughtfully. "Let me put it in a way you may understand. What is your brother, Pine Tree's, real name?"

"Dipper, of course," she answered easily.

"No, no." Bill shook his head. "That's his nickname. I mean his real name. The one he was born with."

Shooting Star pursed her lips together tightly. "I'm not at liberty to say," she answered guardedly.

Bill chuckled at her protectiveness. "That's okay, I already know it anyway. My point is: how did your brother get that nickname of his? And why does he use it instead of his real name?"

"Well, his birthmark…" Mabel answered slowly. "And everyone just started calling him Dipper when he was little and it just… fit him better." The girl looked up at Bill with new understanding. "Oh."

"That's right! A picture fit him better than his birth name. He may not understand the importance of the symbol of a Pine Tree in his life, and how that symbol has always been connected to him… but I do. Same for you, Shooting Star. Did you really think you designed your favorite sweater with a picture of a shooting star out of coincidence?"

"How… how did you know that one was my favorite?" she asked suspiciously.

Bill shrugged. "Because it fits you the best! Doesn't it feel that way?" he prompted. "I'm going to take a guess and say you have recreated that same design on other sweaters now that you're older."

The girl was silent and he knew he had been correct.

"But," he began casually, "if you just want me to call you Mabel…if you _really_ think that name fits you better…"

However, Mabel didn't answer at first. She was frowning down at her bed; deep in thought. "You're kind of right," she said hesitantly. "I mean, I love my name, but the way you say it… Shooting Star kind of feels like my name too." Mabel shook her head. "I just don't understand why."

Bill hid his grin behind his hand as he pretended to look thoughtful. This was easier than he thought it would be. She hadn't insisted that he call her Mabel, even when he gave her the opportunity to do so. Without knowing it, she had allowed him to rename her, and she willingly accepted the name as her own. He practically owned her already. Poor mortals. They never do understand the power of a name.

He hadn't been lying though. That symbol of a shooting star was as much Mabel as the person herself. It was hard to explain cosmic symbols and philosophical notions like that to mortals, but surprisingly the girl seemed to understand… at least to the best of her ability. It probably helped that Shooting Star relied heavily on feelings and instincts, and it was more than possible that she could even feel the pull the symbol had on her.

"Shooting Star it is then," he agreed nonchalantly.


	4. A Bad Guy

**Here is chapter three and the rest of the conversation for the last chapter! This chapter is kinda short and I'm not sure why. I think the chapters will vary in size depending on what is addressed.**

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**Chapter 3: A Bad Guy**

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Mabel groaned and leaned against the headrest of the bed. Everything hurt and she felt so weak. She wanted to blame Bill for this, but she was pretty sure it wasn't his fault. He really had saved her life, hadn't he?

All because of the deal Dipper made…

Mabel frowned. She hoped her brother was okay. He had saved her by making this deal with Bill, and now he was probably killing himself over trying to find the other journals. She wished she could tell him she was okay and not to panic.

The teenage girl looked up at Bill who was watching her carefully, a sly smile on his face. She shuttered. Bill was even creepier in human form. Lounging in the air, he reminded Mabel of a large cat, watching his prey with a cheshire-like grin, pretending to be friendly, but waiting for the right moment to pounce.

"So… what? You're just going to stay in this room with me until Dipper finds all the journals?" Mabel asked harshly.

Bill chuckled. "Of course not, I have far too many things to do. I'm a busy guy after all. I have people to see, dreams to infiltrate, but I could put that off for a while. After all, you just woke up. You must be hungry, right?"

Mabel stayed silent. She was feeling a bit hungry, but she wasn't about to admit that to the demon.

"What would you like? Oh, I know, what's your favorite pizza?"

Mabel still didn't say anything.

Bill rolled his eyes, or at least Mabel assumed he rolled both of them because she could only see the one. "Come on, Shooting Star, I'm trying to be nice here."

Mabel frowned. He was trying to be nice; it was weird.

"Why don't you just read my mind and figure out what kind of pizza I like?" Mabel challenged. "You can do that, right?"

Bill snorted. "Of course I can. I'm the master of the mind. But most mortals don't like it when I do that- not that you would be able to tell if I did." He gave her a sharp smile that made her feel sick. Had he been reading her mind all this time? Would she really not be able to tell if he was? "I'm trying to be a good host, but you're making it rather difficult."

Mabel narrowed her eyes. After all he had done in the past, she wasn't about to feel bad for giving him a hard time. He had helped Gideon, entered their uncle's mind to steal the combination to the safe, and tried to kill her, Soos and her brother. Yep, he was definitely a bad guy. So… why was he acting like he wasn't? If the only thing he wanted was the journals then why was he being nice to her? It's not like being nice to her was going to make Dipper find the journals any faster.

Bill sighed. "Okay, I'm going to level with you Shooting Star. I know you hate me, and I really can't blame you, but the truth is I don't hate you or your brother… or any member of your family for that matter. The only one I really hate is Gideon for breaking his end of the deal, but I happen to know you're no fan of his either. The truth is, I'm not a bad guy. I'm a demon, yeah, and when we first met we were on opposing sides, but it was all just business, nothing personal. You can understand that, right?"

Mabel narrowed her eyes. She wasn't impressed. Messing with her family made it very personal.

"Okay, look. I'm sorry, alright?" the demon admitted, his hands outstretched towards her. "I was just doing my job, but I didn't mean to hurt anyone. Let me make it up to you? Let me show you that I'm not that bad of a guy. Just… give me a second chance, won't you Shooting Star?" he pleaded.

Mabel's eyes softened a little. He _was _apologizing and, although it didn't make what he did any better, no one did get hurt. Not to mention, this all happened when she was twelve-years-old. That was quite a few summers ago. Perhaps Bill really was just doing his job? Could she really stay mad at him for that? After all, the whole thing had been Gideon's plan, not Bill's. Besides, if she was going to be stuck here she could at least be civil, like he was doing. It wasn't like she needed to trust him or anything. She just had to get along with him for now.

"I like cheese pizza with maple syrup and stuffed crust," Mabel requested suddenly.

Bill didn't even blink at the strange order as he waved his hand and a pizza box with a delicious aroma appeared in front of them.

He grinned sharply, reminding Mabel of a shark. "Bon appétit, kiddo!"

* * *

Bill couldn't help but smile to himself as Shooting Star grabbed a slice of pizza. It seemed that Shooting Star had bought his heart-felt apology. And even if she didn't completely believe him yet, she was starting to let her guard down. His little speech would have never worked on Shooting Star's brother, but the girl was so much more trusting than Pine Tree. She would be so easy to manipulate. Maybe Bill wouldn't even have to manipulate her mind after all. Maybe all it would take is a few kind words and some well-placed lies to get her on his side?

_Not a 'bad guy,'_ he had told her. Bill smirked to himself. He was a demon for crying out loud! Of course he was a bad guy! How sweet would it be, though, if he could trick her into believing that he wasn't bad without even having to use his powers to mess with her mind?

Bill's plan was changing... _  
_

Eventually Pine Tree and Stanford will find out Shooting Star is doing his bidding and they'll assume she's doing it because she's under his control. They'll think he's brainwashing her. Imagine their faces when they realize she is doing it of her own free will! It would completely destroy them! That would be the sweetest revenge. (Besides killing them all, of course. That would come later.)

It will take a little extra work to completely gain her trust instead of just molding her mind to his liking with his powers, but it will be worth it in the end. There was nothing more crushing than betrayal, and Mabel choosing to side with him on her own free will would be like a knife to the heart of both Pine Tree and Stan. But the best part would come when he revealed his true self to Mabel, and she would realize he had been tricking her all along...

It will be glorious. And it will be all too easy.

* * *

**Please review guys and let me know what you think so far! If you have anything you want to see happen in this fic let me know and I might be able to add it or your idea might give me an idea for something else. I have the outline for this fic planned but I still need to fill it in. The details aren't set in stone yet.**


	5. The Dream

**Another update so soon? I'm surprised too.**

* * *

**Chapter 4: The Dream**

* * *

Bill left while Mabel was finishing her pizza and he didn't return all night. At least, Mabel assumed it was nighttime. It was completely dark outside the one window she had in the small room and she couldn't see anything outside. The one door in the room lead to the bathroom that looked like the one in her house back home and it had all the stuff she needed, just like Bill said it would. Mabel was too freaked out by the place she was currently trapped in to take a shower, so she just brushed her teeth and changed into the pajamas she found in her drawer.

Mabel wished there was another door to the outside so she could really get a better idea of where she was, but short of breaking the window, there was no way to get outside.

Bill was no longer in the room so she had some privacy. At least… she hoped she did. Bill mentioned something about being omnipotent here, and the idea that he was always watching her made her stomach twist.

Mabel wanted to explore the rest of the room, but she had a feeling she would just find things that she kept in her room back home. Bill said he had created this place from her memories after all. That meant that Bill had already been in her head, hadn't it?

Mabel groaned as she tried to push that thought away. Being held captive by an insane dream demon was not how she had been planning to spend her summer.

Still feeling unusually drained, Mabel lay down on her bed and pulled the covers over her. She missed Dipper. Dipper would make sense out of all of this. If Dipper were here, he would be reassuring her that everything was going to be fine, while at the same time freaking out himself and hiding it very badly. However, at least he would be there with her. Mabel just wished that there was some way that she could see him. She just wanted to make sure he was alright and not worrying about her too much.

Maybe there was some way Bill could at least let her check up on him? Would the demon agree to that? Bill did sound much more reasonable this time around.

What was up with that anyway? He actually seemed _nice_. Was it a trick, or was Bill actually not as bad as he seemed?

_No_, she decided, it had to be some sort of a trick. He was smarter than her so she couldn't let her guard down. And now that she thought about it, the last thing Mabel wanted to do was to ask Bill for a favor.

Trying to push the thoughts of the demon from her tired brain, Mabel rolled over and turned off the small lamp by the head of her bed.

Immediately the room filled with pitch blackness and Mabel squeaked in terror. There was no light from the moon or stars outside, because there weren't any moon or stars out there that she could see. Small lights danced before her eyes as her brain tried to see something in the dark, but her eyes continued to fail to find anything for her brain to perceive. Mabel blinked one more time to clear her vision, and in the dark, her brain produced an image that had her fumbling frantically for the light. She found it, and the room flooded with light. Mabel shook her head frantically to clear the image from her mind. She swore in the dark she saw the crystal clear image of Bill Cipher glaring menacingly back at her.

Mabel shivered even though the room was the perfect temperature, and hugged her knees to her chest.

Okay, that was it.

She was sleeping with the light on tonight.

* * *

_Mabel was running through the forest of Gravity Fall that she had grown to know so well over the years. She had tripped and fallen a few times in her panic, but she had jumped back on her feet almost immediately and kept running. She was completely lost, which seemed strange, because she and her brother new this forest better than anywhere in the world. However, there was something different about it this time. It seemed to stretch on forever, and even when she thought she reached a spot where a clearing should be, there was nothing but more and more forest. And yet, despite this, Mabel still felt like it was the same forest it had always been. She knew something was wrong and she had to get out of there fast._

_Finally, Mabel reached a clearing, but there was something wrong. The light seemed to fade away around her as if the darkness was seeping out of the trees. For a fearful second, Mabel thought the darkness would engulf her, but then, a brilliant ball of light no bigger than her fist appeared in front of her. It was warm like a little sun. As Mabel approached it, she noticed another little ball of light appear to her right. Amazed and confused, Mabel reached out to touch the little light. However, no matter how far she reached, the light was just beyond her grasp. The farther she reached the farther away it seemed to be._

_Mabel took another step towards it; her first instinct was to follow it. They reminded her of little stars and a tempting voice entered her mind, reminding her of one of her favorite fairytales._

_**Second star to the right and straight on 'till morning.**_

_She felt that if she followed this little warm ball of light it would lead away from all her worries and fears. If she followed it, she would find herself in a peaceful place where she would never be unhappy or scared; A place where she would never grow up._

_A shiver ran up her spine, suddenly breaking her from the trance. She looked away from the twinkling lights only to realize the darkness was all around her. It was empty, void like, and the only objects she could see were the comforting stars. Mabel was cold. She couldn't breathe. She really was in space._

_She took sharp, panicked breaths. __Suddenly the stars weren't so comforting after all as more twinkling lights started to appear around her. _ Where was she? Where was the forest? Mabel twisted around, looking for anything familiar. Then she saw it. One lone pine tree, which was slowly fading into the darkness of space just like all the other trees had. Mabel ran for it with all her might. She couldn't feel the ground under her feet anymore, but that didn't matter. All that mattered was getting to that pine tree. From there she could escape the void. All she needed was that solid piece of earth to keep her grounded.

_The stars called to her. Mabel wasn't sure how, because stars don't have voices, but they called, tempting her to turn around and look at them. However, Mabel wasn't taking her eyes off the pine tree, not even to blink. She feared that if she looked away for even a second, she would be swallowed up in the darkness of space forever._

_With tears filling her eyes, Mabel thought of Dipper. What would he think if she never came back? Would he blame himself?_

_The pine tree seemed to draw closer, and Mabel laughed in relief. She threw her arms around the trunk of the tree, tears flowing down her cheeks as she hugged it's rough bark. Mabel could see more of the forest behind the pine tree, and with the darkness behind her, and the star's siren-like calls barely a whisper, Mabel took off running, this time her feet landed on the solid forest floor._

_The forest continued to stretch on, much like it had before, and no matter how far she ran, she could still catch glimpses of the darkness behind her. Would she have to run forever?_

"_Where are you?" She heard herself yell, even though she didn't know who she was yelling for. "Please, help me!"_

_And then Mabel heard it, someone familiar shouting for her. "Shooting Star! Where are you?"_

_Mabel wanted to turn and run the other direction, and she would have, if she hadn't known about the darkness that was behind her. Was Bill the reason she was out in this forest all alone? Maybe she had managed to escape and was running from Bill? She couldn't let him catch her!_

_However, instead of running, she felt herself stop and smile in relief. "Over here!" she heard herself call. What the heck was she doing? Why was she calling for Bill? Wasn't she trying to get away from him?_

_Mabel watched as the humanoid version of Bill flew through the trees and landed in front of her, an absolutely livid expression on his face that made Mabel want to shrink back in fear._

"_What do you think you were doing!" he shouted at her angrily, grabbing her shoulders roughly as he towered over her. "Do you have any idea what you almost did?"_

_His uncovered eye was glowing brightly, boring into her mind. Mabel wanted to look away but couldn't. She had never seen him look so mad before, and it terrified her._

_Mabel didn't want to be near him anymore, but she could make herself run away. She tried to force herself away from him, but her body wasn't obeying any commands. In fact… was she taking a step towards him? No! What was she doing? She just wanted to get out of there. To get away from him before he snapped and he hurt her-_

* * *

Suddenly, Mabel shot up out of her bed, breathing heavily as she looked around in panic. She was still in her room; not her own room, but the room Bill had made for her.

It… it had been a dream. It had been a dream, but it had felt so real. It was strange how she couldn't control her own body in the dream, like she was forced to live out some scenario with Bill. It wasn't the nice Bill she had seen today either. He had been angry; so angry that she thought he might hurt her.

Had that actually been Bill? He was a dream demon and he could easily enter her dreams, but it made no sense that he would enter her dream like that just to mess with her. Plus, the content of the dream didn't make any sense to Mabel. He had been yelling at her for doing something wrong, but she had no idea what she had done besides get lost in a forest. Maybe the whole thing really was just a nonsensical dream that meant nothing.

Still… it had felt so real.

Plus, those stars were unlike anything her imagination had created before. She could still feel their warm glow on her skin, and the dark, empty cold of space.

Mabel sighed and lay back down on her bed. She rubbed her face with her hands. Maybe the events of the day were getting to her? She _did _almost die today.

Mabel rolled over and tried to think of something other than forests that seemed to go on forever, stars that seemed to call to her, and insane dream demons with their furious, always-watching eye.

The next time Mabel awoke she guessed it was supposed to be morning. She felt refreshed and no longer drained. There was light coming in from the window in the room, but Mabel couldn't see anything outside other than bright, white light. It was almost like there was nothing out there to see.

Mabel showered and dressed. She pulled a few sweaters out of the drawers Bill had created for her. Everything looked like her old room when she was thirteen, but the clothes were the ones her sixteen-year-old self wore. She was still having a hard time wrapping her mind around the concept that Bill had dug into her memories and created these objects. They felt so real and yet, they came from his imagination.

However, what had disturbed her most was the fact that Bill had to search through her memories to find out what these objects looked like. The thought made her stomach clench. What else had he seen in her mind? This was a huge invasion of privacy and one she would never have agreed to. It made her angry, but it also terrified her. If he could search through her mind so easily without her knowing, then who was to say he couldn't erase some of her memories? She would never even know if he did. Maybe he had already? Mabel clutched one of her sweaters to her chest as a horrifying thought entered her mind:

_He could make it so I never remembered anyone. Not my mom, or my dad, or Grunkle Stan, or even Dipper… Bill could drive me insane and I wouldn't even stand a chance against him._

Mabel's hands shook slightly and she buried her face in her sweater. She took deep calming breaths and tried to relax. Dipper was going to get her out of this and all she had to do was not make Bill angry. She shivered when she remembered the absolutely livid expression on Bill's face in her dream last night. She never wanted him to look at her like that in real life.

Suddenly, something strange occurred to the girl. The home-made sweater she was holding didn't smell right. All her sweaters that she owned smelled of the laundry detergent her parents used. However, this sweater barely smelled like anything. There was a slight smell of yarn, but that was it. Mabel took this as further proof that Bill had created it and not just stolen it from her room.

Mabel took a closer look at the sweater she pulled out, and recognized it immediately. Ironically, it was her favorite one: the pink one with the shooting star in the middle. This was the third reproduction of the sweater, since Mabel had to remake the sweater each time she outgrew the last incarnation. Or at least, it was Bill's reproduction of Mabel's third incarnation. He had every detail exact, down to the smallest mistake she made while knitting; except for, of course, the smell.

Mabel pulled the sweater over her head experimentally. There was one more thing off about the sweater. It felt like it was brand new; like it had felt the moment she had finished making it. Where her old sweater had been worn or stretched in places, this one was perfect (besides the small knitting mistakes made in creating it, which Bill had also included). If Bill had taken her room from her thirteen-year-old memory, then it looks like he had taken this sweater from her memory right after she made it.

Mabel looked down at the pattern on her sweater. Why had she told Bill yesterday that she didn't mind being called Shooting Star? Or better question, why did she _want_ to be called Shooting Star? The way Bill had explained it, the name just felt right, and Mabel couldn't tell if that was part of a trick Bill designed or if there was more to it than that. What if she was really connected to the image of a shooting star? Did it even matter if she was?

The images of the stars in her dream came to the forefront of her mind, but Mabel pushed them away. She wasn't ready to try and interpret that dream yet.

"Ah, you're ready to go I see."

Mabel gasped and turned around to see Bill floating by the window in his human form.

"Wh-what?" she asked, trying to suppress her nervousness at his sudden presence.

Bill grinned when he saw her sweater. "I knew I made an impression on you."

Mabel folded her arms indignantly. "I'm wearing this sweater because it's my favorite, not because of what you said." Mabel wasn't a liar, and so she tried hard to convince herself that what she said was true.

Bill didn't stop smirking. "If you say so." He landed on the floor and walked towards her. "So, are you ready to go?"

Mabel's instincts told her to take a step backwards, but she held her ground stubbornly.

"Go where?" she asked, her eyes guarded.

"I want to show you this world. Don't you want to get out of the room? See what it's like out there?" Bill gestured to the window with his head. Mabel noticed the window was now wide open.

She tried to see outside, but the most she could make out was the bright white light. Mabel bit her lip. She _did_ want to see what was out there.

Bill held out his hand, as if expecting her to take it. Mabel started at it, unsure.

"Come on, Shooting Star, can't you trust me this once?" he coaxed.

Mabel looked up from his hand to his knowing yellow eyes. It was like he knew what she was going to do, like he knew that she wanted to agree. Was he reading her mind? Mabel flushed with embarrassment and anger.

"No, I'm not going to trust you! Why should I? Just because you put on this Aladdin act?"

Bill blinked, looking genuinely stunned. His hand felt to his side. "Wait- what?"

Mabel rolled her eyes and placed her hands on her hips. "Come on, the whole 'I can show you the world' 'don't you trust me' stuff? That's totally straight from Aladdin!"

Bill's mouth parted slightly in confusion. "I… have no idea what you're talking about Shooting Star, and that is quite an accomplishment."

However, now Mabel had a bigger problem on her hands. Or, to her, it was a bigger problem. "You've never seen Aladdin?" she almost yelled in bewilderment. "You're who-knows-how-old and semi-omnipotent and you've never seen the movie Aladdin?"

Bill let out a short laugh. "Focus, Shooting Star. How about this? I'll show you what I want to show you and then you can tell me about this Aladdin movie. Apparently its some sort of crime that I don't know who he is."

Mabel shook her head. "I'm not going anywhere with you."

Bill raised his eyebrow. "I'm disappointed in you, Shooting Star. You never struck me as the type to sit in a box your whole life."

He was trying to bait her, and even though she knew that, she had to admit it was working. She had a hard time listening to her common sense with her curiosity yelling so loudly in her ears.

Mabel hesitated. Would it be so bad for her to agree to this? What was the alternative? Just sit in her room for days, maybe even weeks? If she went with him and learned about this dreamscape maybe she could find a way to escape herself. After all, she had no guarantee that Bill was really going to let her go after he gained all three journals.

"Well." Mabel took a few steps forward. "I guess it wouldn't hurt, and no one should be without a proper Disney education."

Bill smirked, grabbed her hand, and quickly pulled her to the window. "That's the spirit! Come on, Shooting Star! You're going to love this!"

* * *

**The dream is extremely important and you will eventually see why. As for Aladdin, that is also important later. Everything has a purpose in this story, even if it might take a while before you find out why. **

**I made some art to go with the dream scene. You can find it on my tumblr dp-shrine-in-closet-girl and click the link at the top that says 'my art'. You can also search the 'Once Upon a Shooting Star' tag on my blog. **


	6. Not In Gravity Falls Anymore

**You might have noticed that I have a new cover image. The lovely ****Janus-Ekat writer** **offered to make one for me and it looks amazing! This chapter is dedicated to her for just being so awesome and taking so much time to make it. Thank you so much! Everyone should go check out her awesome fics (they also have to do with GF and Bill) and go check out her deviant art!**

**Also a big thank you to by beta, cubot who continues to edit these chapters for me!**

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**Chapter 5: Not In Gravity Falls Anymore**

* * *

Bill floated out the window, Mabel's hand in his. He gently guided her as she clambered out the window and helped her feet land firmly on the ground… or what might have been ground if Mabel could see it. All she could see was white emptiness and mist everywhere; it was like they were in a cloud. It was bright, but it didn't hurt her eyes. Her brain was having trouble processing the fact that she was staring at nothing but whiteness and she was forced to blink a few times to adjust her strained eyes. Mabel turned around to look at window of the room from which she had come from, but she couldn't see the rest of the building. It just looked like there was a window with a whole room inside floating in the middle of a misty world with nothing to hold it up.

"Come on," Bill encouraged, pulling her away from the strange room.

They walked together, Bill slightly ahead of her, his hand gripping hers firmly. He was warm, but in a strange way. He didn't necessarily have body heat like a normal person. Instead, it was like his skin radiated energy, and if Mabel concentrated hard enough, she could feel it buzzing underneath her fingertips.

"Where are we going?" Mabel asked. She knew she probably should be scared, but right now all she felt was exhilaration. This whole place was foreign to her. It was like discovering Gravity Falls for the first time all over again.

"Nowhere," Bill answered. "We're already here."

Before she could ask, the mist twisted into a picturesque scene before them. They were standing in a field of blue grass and before them stood-

"Oh my goodness!" Mabel gasped. "It's… it's like the Emerald City!"

A gravel road led from a field of blue grass to a spectacular castle made entirely out of green gems. It glimmered brilliantly in the sunlight and Mabel couldn't take her eyes off the sight.

She heard Bill laugh. "I could see how you would make that connection, but this is not Oz. It is another world in a dimension parallel to your own."

Mabel finally managed to tear her eyes away from the gorgeous sight to spare a glance at Bill. "Really? You get the Wizard of Oz reference, but you don't know who Aladdin is?"

Bill shrugged. "I know lots of thing, but I don't intend to keep up with everything you humans come up with. And given the context of why you brought up the name I'm pretty sure your Aladdin isn't Scheherazade's Aladdin."

Mabel cocked her head to the side in confusion.

"Never mind, Shooting Star. Wouldn't you like to see the castle up close?"

Mabel couldn't stop herself from nodding in excitement as Bill led her towards the shiniest castle she had ever seen.

"I'm really in another world?" Mabel asked as they entered the gates of the castle. The whole place was empty and there wasn't even a footprint on the gravel road.

"Well, not exactly…" Bill explained. "You're still in the dreamscape. I created this place from my memory of it. I would easily be able to take you to the real dimension where this place exists, except the planet is filled with a poisonous atmosphere that would kill you instantly."

Mable stopped in her tracks, causing him to pause and look at her. "You made this from your memory?" she asked suspiciously, her eyes narrowing. "For me? Why?"

"Why, because I thought you would enjoy it, Shooting Star!"

He was still holding onto her hand, and Mabel wished she could pull away from him. She knew she could be naïve and trusting, but even her instincts were telling her that this was wrong. _He was lying._

"I've already seen it for myself, but I thought you might enjoy getting out of that room," he continued, his voice light and friendly. "It could be weeks until your brother finds the rest of the journals, and there is no reason for you to be bored while you wait."

Mabel glared at him heatedly. "Why do you care?" It really didn't make any sense. Why would he care about her being bored? This had to be part of some kind of trick, right? But if it was a trick, then what was he trying to get out of it?

Bill sighed. "I see you still don't trust me, but I guess that's fair. I've never really given you a reason why you should." Bill looked up at the castle and when his eyes landed back on her, she was taken aback by his pleading gaze. "But we are already here, so at least let me show you what I came to show you?"

Mabel didn't have the heart or the desire to say no.

He pulled her along, guiding her up the steps of the castle, and she followed, her curiosity urging her onwards.

He took her through the halls of the magnificent castle and up spiral staircases. Her imagination ran away from her, and in a brief moment amidst this splendor, she pretended she was a princess living in this beautiful place.

Finally, they reached the top of the tallest tower. Mabel was out of breath where Bill wasn't affected at all. In fact… _does he need to breathe?_ Mabel asked herself.

"Here we are, Shooting Star. Come look at this!" He sounded excited. Almost like a small kid unwrapping a present instead of the dangerous demon that he was.

Mabel looked out the window and what she saw wiped every other thought from her head. The glittering emerald castle sprawled out beneath her with an emerald city tucked just within the castle walls. Outside the castle gates the fields of blue were littered with tiny houses made out of what looked like dark, jade stone. The sun shone brightly overhead, but what made Mabel gasp was the giant red planet that took up a large portion of the horizon. She hadn't noticed it before since it had been behind the direction they were walking, but now she couldn't look away.

"This is… so beautiful," Mabel breathed.

"I knew you would like it." He sounded smug, but also genuinely pleased.

Mabel tore her eyes away from the scene before her to look at Bill. The green castle was reflecting onto the demon's face, giving his skin a greenish tinge. Although he hadn't done anything to harm her yet, Mabel was far from willing to believe his act. Yes, this place was beautiful, but just because he showed her this and was acting nice didn't excuse all his other transgressions.

Bill seemed to sense she was looking at him, and turned to face her with a frown.

"You still suspect my intentions?"

Mabel crossed her arms. "No offence, but you're kinda a demon who causes chaos in people's minds. I would be an idiot if I didn't."

Bill turned back to the window. "I suppose that's true, but if I wanted to turn your mind inside out I would have done it already."

Mabel's heart beat a little faster in her chest. It was a small threat, and he was actually trying to assure her that he wasn't going to act on it, but that didn't matter. The way he mentioned it so casually was even more frightening than if he had actually been threatening her with the possibility. Even at his most benign, he was terrifying. However, Mabel tried not to let her fear show through.

"The truth is I was bored," Bill announced suddenly. "That's why you're here with me."

Mabel blinked. She hadn't been expecting that.

"You seemed bored too, so I figured I could do us both a favor. It's not as though I often have guests in the dreamscape. I thought it might be… entertaining to show you around. After all, how would you feel if you had a whole world to yourself but no one to talk to?"

"Are you trying to tell me…" Mabel said slowly as she tried to work her mind around the impossibility of what she was about to say, "that Bill Cipher gets lonely?"

Bill scoffed with an amused grin. "I think you have to desire companionship to feel lonely. I've spent my entire existence alone. I don't think I can get lonely."

That little admission sent Mabel's mind racing with confusing thoughts, but even the whirlwind of thoughts and new questions were better than the sad tug she felt in her heart. "So you've never had a friend before?"

She had to fight her own emotions because her natural reaction was to feel sorry for the demon. Having a twin meant life was full of constant companionship and she couldn't imagine life without, well… anyone. She didn't know if she would survive without her family and her friends. And then there was a small voice in her mind that she tried to squash that whispered something she would rather not think about. _Maybe if Bill had a friend he wouldn't be the way he was…_

"I suppose not. Did you really think I did?"

"I thought maybe you had evil friends or something…" she mumbled just loud enough for him to hear.

"Not a soul, but I prefer it that way."

Mabel frowned. "I don't think anyone prefers to be alone… at least not all the time."

Bill shrugged and turned his gaze back out the window. "I don't know if I ever get lonely, but I admit I do get… bored sometimes." And for the first time Mabel swore that, although his expression didn't change, his eyes seemed to lose their dangerous glint and he seemed almost…sad?

Mabel bit her lip. She always believed that no matter who you are everyone deserves a friend. No one should be alone, not even a demon like Bill. She had to stop thinking like this before it was too late. She was starting to pity him, and she knew she shouldn't, because once you pity someone, you can no longer hate them.

* * *

Bill continued to look out onto the courtyard. He had picked his words carefully and allowed the right emotions to play on his face at the right time. He wasn't used to looking human, but he had spent centuries around them and he knew enough to trick the too-trusting girl.

She pitied him now, he could tell. Normally, the idea that he was pitied by a human would make him indignant enough to want to kill someone. However, he could put up with this only because this was part of his plan. Plus, what she pitied him for was something Bill thought was rather stupid.

She believed that having no friends made him lonely. Ha! He had no friends because anyone who trusted him instantly regretted doing so.

He couldn't lie to her outright and tell her that he was lonely though. He had to deny it and let her draw the false conclusions herself. That was the only way she would believe his act. The best way to trick her would be to let her believe everything was her idea. Any other method and she might see through his deception. However, this way, the only way for her to escape his deception was for her to doubt herself.

* * *

**Please review! I know this story moves slow but the focus right now is on the characters and the plot will pick up and become more important later. **


	7. The Prince?

**Who else is excited for Mabel's guide to life? **

* * *

**Chapter 6: The Prince?**

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Bill took her through the emerald city. It, of course, was not made of real emeralds because that stone did not form in this plane of existence, but as Bill quickly discovered as he tried to tell her that, Mabel didn't care. They looked like emeralds to her, and she could care less about their chemical composition.

Mabel pointedly ignored him as she walked through the city admiring the crystal houses and furniture. Bill could tell she was trying to distance herself from him. Shooting Star suspected that he was trying to trick her and so she was trying to maintain a protective distance between them. Little did she know, her defense had already cracked and no amount of reinforcement was going to protect her.

Bill was the master of the mind. He could see the cracks. Not literally, of course, but he knew where she was weak and he knew exactly what to push to cause all her common sense to crumble.

However, things were progressing too slowly here for the impatient demon. It was time to move to a more intimate setting...

The next time Shooting Star had stopped to take in a sight Bill stepped in front of her, and gave her the most charming smile he could manage, holding out his hand invitingly.

"Come on," he instructed.

However, his smirk may have been more devious than charming because Shooting Star recoiled immediately, giving him an untrusting glare.

"What is it?" she asked guardedly, glancing suspiciously at his hand.

Bill pushed down his annoyance. Although he had a good sense of humor, he also had a bad temper and was easily annoyed. However, he reminded himself, it would do no good to get mad and lose his temper just because he couldn't be patient.

"I'm going to take you somewhere else. You haven't eaten all day. It's time we change that."

"Can't you just make food like last time?" Mabel asked, casting her gaze around the city before her. "Why do we have to leave?"

Bill smirked at her unwillingness to leave. He had known she would love it here.

"Because we're going out for lunch this time."

He could see her curiosity peek even through her guarded eyes. "Where are we going?"

Bill shook his head. "Ah, ah, ah, it's a surprise, but you're going to love it!" He raised his hand to encourage her to take it. "Come on. You have to be hungry?"

Instead of just grabbing her and forcing her to go places with him, Bill was offering her a choice. Mabel really didn't have a choice, but Bill was creating the illusion that she did. The more she agreed to even the smallest requests, the more of her he controlled. Little decisions lead to bigger decisions, which lead to even bigger consequences in ways that mortals couldn't comprehend.

Mabel hesitated, biting her lip, and then she nodded. She had agreed quicker than he thought she would. Maybe the girl was hungrier than he thought? How much do humans eat anyway? The last thing he wanted to do was to starve the girl, and apparently she was too stubborn to request anything of him.

She took his hand and in a flash the world Bill created dissolved into white nothingness. Then, he opened a rift, and the two of them were standing in one of the most popular restaurants in the world.

"Wh-Where are we?" Mabel asked, quickly letting go so she could spin around in confusion.

"Take a guess," Bill said as he motioned to the window. Mabel's mouth fell open as her eyes fell on the Eiffel Tower.

"We're in Paris?" she shrieked.

"And just in time for lunch," Bill added.

"Wait," Mabel said spinning around to face him. "Is this real Paris or are we still in the dreamscape?"

Bill raised an eyebrow. "Does it matter?"

"Yes!" Mabel insisted exuberantly. "I want to know if this is real or not."

Bill scoffed. "Real? You're much too attached to this _reality_ of yours, Shooting Star. What you deem real and imaginary are not as different as they seem." She was glaring at him now, and he guessed she wasn't up for a philosophical conversation, even if it was the truth.

Bill sighed. "But yes, we are currently on earth right now. I can move between the two worlds quite easily. Now… let's eat."

Bill guided her to a table with his right hand to the small of her back. Bill used his powers to slide the chair out and waited for her to sit down in it.

She glanced over at Bill once more before taking a seat.

For Bill, there was one drawback about being on earth. Entering people's minds wasn't as easy here as it was in someone's dream or back in his dreamscape. He could still do it, of course, but it left a physical mark. It hurt the person whose head he was trying to manipulate.

Often people scream or yell in pain, mostly because of the splitting headache they were feeling. When he entered Stanford's mind all those years ago, Stanford had struggled against his intrusion, which had probably hurt the old man even more. Even simple telepathy would cause some pain to humans. Bill, normally, didn't care because he could easily make the human forget they ever felt pain once he was inside their head. However, it mattered now because if he took over the waiters minds in front of Mabel, she would be able to tell.

If they were in the dreamscape or in someone's dream, Bill wouldn't have this problem. There, he could slip into anyone's mind without them knowing. After all, he had searched through Mabel's memories to get the image of her old room without hurting her, and when they first met all those years ago in Stanford's mind, he had read her thoughts easily. Although he did not subscribe to Mabel's ridiculous notion that one world was more "real" than the other, it was true that different universes had different rules. In dream worlds, both in Bill's dreamscape and people's individual dreams, the consciousness and the psychical plane were closer together, making it possible for Bill to alter people's minds with little effort or evidence.

Luckily for Bill, the waiter was in the kitchen and his powers had very few limitations when it came to distance. His keen hearing picked up the waiter's distressing call's from the kitchen as waiter (most likely) clutched his head in pain as Bill gained control of his mind.

But Shooting Star, however, didn't hear a thing.

* * *

Mabel studied Bill carefully.

He seemed to be in a good mood as he sat across from her at the table smirking to himself. Mabel was still trying to sort out her feelings around Bill. She knew she shouldn't trust him, but at the same time she felt compelled to go along with his unexpected kindness. However, the thought that he had brainwashed her into being more accepting of him was constantly at the back of her mind. How could she trust someone that could easily alter her mind?

She knew what Dipper would say: You can't.

However, the more she was around him the more human he seemed. The way he had no friends but then denied that he was lonely made her sad. The way he ginned as he showed her the sights made her feel conflicted, especially since she had occasionally felt the need to smile along with him.

She knew this could all be an act. She wasn't stupid. She could be naïve at times, and a little too trusting, but she wasn't stupid and the possibility that this was all a trick weighed heavily on her mind.

There was one thing that stumped her though. If this was that if this was all an act, then what was he after?

The waiter brought them their glasses of water and then walked away without taking their order. Mabel found that rather strange, but she was distracted by the water in her glass.

She picked up the glass and studied it with a frown.

"Fancy water with bubbles in it?" She sighed and put the glass back down on the table. "That brings back bad memories."

Bill raised an eyebrow at her. "Why?"

Mabel shrugged. She didn't want to go into the awful dates she had with Gideon when she was twelve, and she especially didn't want to talk about it with Bill.

"Well… we should change that," Bill said, and with a wave of his hand their drinks transformed to a red liquid.

Mabel picked up the glace and eyed it suspiciously. She glanced at Bill before sniffing at it gingerly.

Bill chuckled. "It's juice," he assured her.

She took a sip before nodding appreciatively. "Thanks."

"Sure."

They sat together in silence. Mabel glanced at Bill a few times but he didn't seem to notice.

Finally, she couldn't handle the silence anymore. "And thanks for this…" she added. "For showing me the sights and not making me stay in that room. That was…" She hesitated, "…nice of you."

He grinned at her. "My pleasure, Shooting Star."

She looked at him from across the table warily. The kinder he was the more suspicious she became. However, the kinder he was the less reason she had to suspect him.

It was frustrating.

However, the truth was, he could have just left her alone in that boring room. He didn't have to do… _this_. But he was.

Their waiter came back with two plates of food they didn't order. He set them down in front of them.

"Merci, monsieur. C'est tout. Ne reviennent pas," Bill told the waiter in French. Bill was smiling non-threateningly, but there was a hint of authority to his voice.

Mabel blinked at Bill as the waiter nodded to them and left.

"You… you speak French?" Mabel asked in surprise. It wasn't that Bill spoke another language that surprised Mabel. It was that Bill had spoken French as if he had spoken it all his life. His accent had been perfect.

Bill shrugged. "I speak everything."

"Really? Everything?" Mabel attempted to scoff disbelievingly, but unfortunately she heard her own impressed tone hidden in her voice, and she was pretty sure he heard it too.

"Yes. I don't learn things the way you do, Shooting Star. Some things I just know."

Mabel looked down at the food the waiter had brought them as she considered his words. She couldn't quite identify what kind of dish it was but it smelt delicious.

She looked back up at him. "What's your native language then?"

"Native language?" He frowned. "All of them, I suppose… or none of them in your sense of the term. However, I suppose if I were to pick one I would say it would be Latin."

"Latin? It's that a dead language? No one speaks that anymore, right? Except language professors and nerds… and my brother who took a class, but then I guess he would be in the nerd category."

Bill perked up with interest. "Your brother knows Latin?"

Mabel shrugged. "He only took one class, but I guess he knows some. Why is Latin so special?"

"Latin is the basis for most spells and incantations, mostly because the language is as old as the spells themselves. It may be a dead language to you, but to the supernatural world it still holds power."

"Is that what you did to the waiter?" Mabel asked, glancing over to the kitchen. "Put some kind of spell on him?"

The corners of Bill mouth flicked upwards in amusement. "Ah, you noticed that?"

She glared at him. "I'm not blind."

"No, of course not. You have two eyes- which is one more than I prefer. To answer your question, no, I did not put a spell on him. Spells are for warlocks and wizards. They're for people with no real power. I entered his mind and… persuaded him to bring us our lunch. No harm done."

"Will you do that to me when I'm not doing something you want me to do?" Mabel challenged, clenching her jaw and lifting her chin bravely. "Just jump into my mind and make me think whatever you want?"

Bill flinched and Mabel had to fight back the weird urge to apologize to him. Why did he have to look hurt by her comment? Why couldn't he just act like the cold-hearted demon she used to know? Everything would be so much simpler if he was just a floating triangle again with nothing resembling human emotions.

"If I wished to alter your mind, I would have done so already," Bill reasoned slowly as he unfolded the forks from his napkin. "I would have taken away all your suspicion of me, and that would make our time together go much smoother for the both of us. However, I have no intention of taking away your autonomy." He gingerly took a bite of his food before swallowing and looked up at her pointedly. "I have not altered that head of yours, and I don't intend too. You are welcome to believe me or not, but that is the truth."

"How can I believe that?" Mabel hissed. "You've already said you've been inside my head. You wouldn't know what my clothes or what my old room looked like otherwise."

"And I apologize for that invasion," he said smoothly and without hesitation as if he were expecting the accusation, "but those were things I needed to know to create a place for you in my dreamscape. I may have seen some of your memories, but I promise did not alter them."

Mabel frowned and crossed her arms. "How do I know you're telling the truth?"

Bill took another bite of his food. "I guess you don't, but as I said before, if I were to alter your mind why would I allow you to continue to suspect me? Why would I waste my time explaining myself to you if I was willing to alter your mind like _that_." He snapped his fingers to emphasize his point.

Bill leaned forward, his eyebrows raised. "I'm more than just a monster, Shooting Star. Just because I'm a demon doesn't necessarily make me pure evil."

Mabel flushed angrily. "It's not what you are… it's who you are," she emphasized. "You're Bill Cipher."

"And what does that mean, little Shooting Star?" he shot back. "You and I have barely had a decent conversation, and the first time we met we were on opposing sides. You can hardly say that you know me let alone claim that I am evil."

Mabel hesitated. She hated that he was right. She really didn't know who he was, and she really wasn't giving him a fair chance after their past together. Mabel wasn't forgiving of those who attacked her family, but then…. He had been locked into a deal with Gideon at the time, and when things got bad at the end he opted for letting them go instead of killing them. That had to count for something.

Bill Cipher seemed more human now than he used to and Mabel still couldn't figure out if the emotions he was displaying were authentic or all an act.

"So what? You're some sort of prince in disguise? Is that what I'm supposed to believe?"

"Well, you won't ever know unless you give me a chance."

A part of her knew that he was right, but another part of her also knew that Bill was smarter than her. If she gave him a chance then that might be all he needed to manipulate her.

…. But manipulate her to do what? That part never made any sense. What sort of trick required Bill to be nice to her? Unless he wanted her to trust him in order to get information from her, or to trick her into agreeing to something? But that didn't make sense since Bill could already read and control minds.

Maybe there was something she was overlooking, but as Mabel's stomach growled all she could really think was that the food in front of her looked delicious.

She took a bite and her ability to think about the situation seemed to freeze.

It _was_ good.

Maybe Bill was trying to trick her or maybe he was just being nice.

Either way, Mabel would have to decide later what to do about it because right now she was starving.

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**Excuse the French part if it is wrong. I only took a semester of French so I got that from the internet. Feel free to correct me if it's wrong.**

**Please review! **


	8. Small Talk

**Yay! More revie****ws than usual! That makes me really happen when I get more than two. Thank you to everyone who reviewed and favorite/followed this story!**

**And thanks for cubot for editing this!**

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**Chapter 7: Small Talk**

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Bill ate his lunch across from Shooting Star. He didn't have to eat, of course. Where humans had to metabolize food to live, he got his energy from the dreamscape. However, he could still eat if he chose to and he didn't mind the taste of some human food.

"What have you been up to since I've seen you last, Shooting Star. It's been years for you right?"

Mabel raised an eyebrow at him, her fork leaving her mouth slowly. "Are you… making small talk?"

Bill gave her a sharp smile. "Why not? That's what you do when you're trying to be friendly with people, right?"

"I guess…" Mabel moved some food around her plate with her fork. "Dipper and I have been in school. We have two more years left of high school."

"School, huh?" Bill asked thoughtfully, placing his hand on his chin.

"I'm not very good at it. It always takes me a long time to study for classes and with all the clubs I'm in I can never find the time. Dipper gets really good grades, but that's because he's smarter than me." Mabel shrugged.

Bill raised an eyebrow in confusion. Shooting Star asserted that her brother was smarter than her as if that was no big deal; as if that was they way it had always been and she had no problem accepting it. Bill couldn't understand that. Maybe he was prideful, but he would never admit that someone else was smarter than him (not that anyone was). So it struck him as strange that Shooting Star had admitted this so easily. Maybe if her assertion was true Bill would have looked past it but, the truth was, it was false.

"Anyone can memorize a patterned and produce the expected response. Well," Bill paused, "Not everyone, but it doesn't take a great deal of intelligence to beat the scholastic system of a high school if you know how. It's the people that think outside the box, the ones that are bored with the mundaneness of what they teach in that school of yours, that would suffer when they don't adhere to the strict expectations of what your society considers learning."

Mabel cocked her head to the side in confusion. "…What?"

Bill sighed. "I've been in both your head and your brother's, Shooting Star. For humans, both of you possess intelligence that is above average in… different ways. I would not recommend measuring yourself against your brother. You wouldn't expect a fish to grow legs and run a marathon on land when it can go so much farther in the ocean."

Shooting Star's face broke out into a smile, her eyes dancing. It was the first true smile Bill had seen directed at him by the young girl. "I tell most people I'm not very good at school work and they just think I'm lazy or that I'm focusing too much on extra activities and not enough on academics. I tell you and you compare me to a fish."

There was a moment of silence, but it wasn't strained. She was looking at him differently… with a curious expression and less hostilely. When she spoke again her voice was soft, appreciative. "Thanks…"

Bill stared at her, unable to hide his surprise at first. He hadn't really meant to complement her. He had just been stating a fact.

"It's the truth," Bill said with a shrug. "The mind is a complex place… I should know." He took another bit of his food. "So, besides school, what do humans your age do?"

And so, Bill and Mabel actually talked, and for the first time, it wasn't uncomfortable. Shooting Star told him about the clubs she was involved in: Drama Club, Art Club, Improv Club, Knitting Club, DDR Club, Key Club and Music and Fashion Appreciation Club. Bill was actually impressed with the amount of stuff she fit into her schedule, and he was amazed she had time for anything else. However, that wasn't the end of it, because Mabel was also a member of her school's sport teams like volleyball, track and field, swimming and cheer.

Of course, Mabel hadn't joined all these activities all at once, but even Bill knew that being a part of all these activities in the two short years Mabel had been in high school was an impressive feat for a human.

When Bill asked about her brother's activities, however, Shooting Star had sent him a suspicious look and answered vaguely with: "he's in a few nerd clubs". It seemed Shooting Star didn't mind questions that had to do with herself, but she was guarded when he asked about her brother. The last thing Bill wanted to do was to give Mabel more reason to suspect him, so he decided to stay away from the topic of her brother for now.

"Okay, so what do you do?" Shooting Star asked conversationally. The tension in her body had left her somewhere amidst the conversation. She was becoming comfortable with him, Bill noted in amusement.

"Well, time works differently for me that it does for you. For me, hasn't been that long since I last saw you, but you can say that I've been… taking a vacation," Bill explained carefully.

Shooting Star raised an eyebrow. "A vacation? Where do_ you_ go for vacation?"

"Anywhere!" Bill responded gleefully. "Ever since Pentagram summoned me he collapsed the barrier that separated my dreamscape from this world."

"Pentagram?" Shooting Star asked, cocking her head to the side thoughtfully. "…you mean Gideon?"

Bill snapped his fingers. "Now you're keeping up, Shooting Star! That little brat who dared break off a deal with me…" Bill's eyes flashed red. "I never did get him back for that, but I guess if it wasn't for him I would still be trapped in the dreamscape."

"I never knew there was a barrier. So now that Gideon summoned you and broke it…"

"I get free reign in your universe. Before I could only watch through the dreamscape. I couldn't even alter people's dreams that resided in my realm. But now that the barrier is broken, I can come and go as I please. I can enter people's minds as I wish. It's great fun!"

Shooting Star frowned. "But when you were first summoned you mentioned being in Gravity Falls before. So that means the barrier hadn't always been around."

Bill's eyes widened slightly. He hadn't known she had heard that, and he was even more surprised that she remembered it.

"That's true." Bill nodded. "But that was a long time ago, before the barrier went up." Before Shooting Star could question who put the barrier up, Bill redirected the subject. "You asked where I went on vacation. I was enjoying my freedom to enter people's dreams again. I met some nice folks, made a few deals, normal stuff."

"I don't get it, why didn't you come back to Gravity Falls until now? You obviously want the journals for some reason."

Bill shrugged. "There was no rush. Like I said, I was on vacation! Plus, I was waiting for the right moment to come back. I needed to make a deal with your brother and the opportunity to do so kind of fell in my lap."

Shooting Star crossed her arms. "You mean me almost dying?" she challenged, more than a little miffed.

Bill just smiled charmingly at her. "Exactly! I get what I want and you get to live. I think that's just as good a deal for me as it is for you!"

Shooting Star hesitated. "I guess you're right."

She looked down at her empty plate and then back up at Bill. "You're not going to tell me why you want those journals are you?"

"Aww, come on Star, I thought you liked a little mystery?"

Shooting Star didn't seem happy about that answer, but she was resigned to the fact that Bill wasn't going to tell her.

* * *

"Come on, Shooting Star, I have one more surprise for you."

Mabel had no idea what she expected as she took Bill's hand for the last time that day, but it certainly wasn't this. He had transported her somewhere new, and as she looked around, she realized that they were standing in a spacious hotel room. There was a queen sized bed, a TV, a couple dressers, and a full length mirror on the closet door.

"Where are we?" It was the third time she had asked about their location that day. She never thought she would get tired of surprises, but after getting whipped around to unknown locations all day the novelty was wearing thin.

"Paris, still," Bill assured her as he drew the curtain to show her the city. "This is a hotel a few blocks away from the restaurant we were eating in. This is the surprise I wanted to show you."

"I don't get it." Mabel said, looking around. "Why bring me to a hotel?"

"Because I'm giving you a choice." Bill's face softened slightly. "You're welcome to stay in the dreamscape with me, but I doubt you want to stay in my company for weeks when you don't trust me. Instead, I already paid for this room and left you money in the top drawer by your bed. It should be enough money for anything you may need for the next few weeks."

"Are you serious?" Mabel asked, astounded. "You want me to stay in France alone?"

"It's your choice. I never wanted you to feel like my prisoner. I feel like you might be more comfortable here than in that small room. Go ahead and check your closets. I've already moved all your stuff from the dreamscape into here."

Mabel's mouth was wide open, but she quickly snapped it shut. "I don't understand. Why didn't you do this in the first place then? Why have me stay in the dreamscape at all?"

"I didn't know if I could trust you not to contact your brother. I had to wait until I got to know you better and to see if I could trust you. That's my only condition with this. Do not try to contact any member of your family, but other than that, you can do anything you want here until your brother comes through on his side of the deal."

Mabel shook her head in confusion. "Why do you trust me? I don't trust you."

"Because I have a feeling you're not one to break promises. Am I wrong?"

"No…" Mabel admitted softly, "you're not wrong." She played with the end of her hair thoughtfully. "I can really stay in France alone?"

Bill shrugged, his eyes grinning. "Why not? And if you get bored you can contact me. I might have another universe or two I can show you to pass the time."

Mabel took a step closer to him; studying him carefully. She was going to get some straight answers and she was going to get them now. "Why… why are you being so nice? It would be so much easier and safer for you if you just locked me up in the dreamscape. Why are you going out of your way for me? And don't tell me you're just bored." She poked him in the chest bravely. "It's more than that."

Mabel saw him hesitate.

"You're right, it is more than that," he admitted at last. "The truth is, I don't mind your company. Most humans I interact with are terrified of me, but you move past your fear. You don't let your fear cloud your vision. You're fun to show new things." He smiled at her, and there was something very genuine about this smile. "I've see the Emerald castle more times than I can remember, but showing it to you… your reaction… well, I actually had fun." He shrugged. "The truth is, I could lock you up in the dreamscape and never speak to you, but I don't because I don't want to. You're… interesting and I don't mind having you around."

Mabel's mouth formed into a small 'oh'.

"It's okay that you don't trust me," Bill continued, "and maybe you never will, but you should know the truth."

Mabel felt a lump in her throat. "And what's the truth?"

"The truth is, I don't mean you any harm, Shooting Star." He placed a hand on her shoulder and she didn't flinch back. "I never did. I told you I don't have friends and I never wanted any, but well…" he hesitated again.

"But what?" Mabel insisted, her eyes wide.

"Well, I guess I don't mind you as much as I thought I would." He removed his hand.

Mabel's mind was battling against her emotions. If Bill was telling the truth then everything made sense. It made sense why he was being so nice to her, why he was showing her around, why he rented a hotel room for her so she didn't have to stay where she felt uncomfortable. It made sense because this meant Bill might not be quite the monster she thought he was. Bill might have more human emotions than even he knew. He might actually get lonely.

He might even want a friend.

If he was lying and tricking her… well… that actually made less sense. What could he gain from being nice that he couldn't just take already?

So maybe... maybe he was actually telling the truth.

Mabel smiled, a warm smile, as she took another step forward and grabbed Bill's hand. It was the first time she grabbed his hand and not the other way around.

"Maybe I was wrong about you," she said kindly. "If I stay here than maybe… maybe you could still come visit me?" She couldn't believe she was requesting to see him more, but on the other hand she couldn't imagine staying in France completely alone.

Instead of wanting to get away from him she found herself wanting to know more about him.

He smiled down at her, and Mabel realized he actually seemed… relieved.

"Sure, Shooting Star. If you need to contact me than just tell the mirror."

Mabel's eyes knotted in confusion. "The mirror?"

"Yep!" He used their interlocked hands to pull her towards the full mirror on the door of her new closet. "No summoning spell needed. Just call for me close to a mirror, any mirror, and I will hear you."

"I don't understand." Mabel said, watching her reflection. "Why a mirror?"

"Mirrors are tiny portals. Small cracks between dimensions if you will." Bill let go of her hand to gesture with both of his. He did that a lot, she realized. He used big sweeping motions with his hands when he was trying to explain something to her. "Mirrors are where reality and perception meet. When two very different forces like that come together, natural portals are made."

"Okay…" Mabel said uncertainly. "And you will hear me? No matter what?"

"I'll will hear you; no matter what."

* * *

**If you think Mabel is in trouble… well, that's a pretty accurate assumption right now. **

**Please review! **


	9. Deal with a Demon

**Thank you to my beta cubot for editing this so fast and to my wonderful reviewers!**

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**Chapter 8: Deal with a Demon**

* * *

Bill left after Mabel got settled into her new room, and once he left Mabel took off to tour the city. It was still early in the afternoon and she was in Paris, France! There was no way she was staying in that hotel room by herself when she had a city to explore!

She had plenty of money in her pocket from Bill and days to explore the city; she wanted to get started.

However, even after hours of exploring the beautiful city, her mind frustratingly kept going back to Bill. He seemed so genuine in what he said. He seemed to actually like her, which felt a bit strange because of their history. He also seemed lonely, even though he denied that he was.

Mabel actually felt bad for Bill. Everyone he met must immediately assume he was evil, and honestly, she couldn't blame them. Bill had a way of coming off very cold and heartless at first, but now…

Now Bill just seemed really sad to her. Not really evil or mean anymore, just sad and lonely and disconnected from his feelings.

With each interaction, Mabel felt less and less afraid of the demon, and she knew that could be bad, especially if he was trying to trick her (although she found herself thinking about that possibility less and less). Instead, Mabel's curiosity was getting the better of her. She found herself wishing he was with her. She wanted to figure him out. If he really was lonely and capable of genuine emotion and kindness like he seemed to be, then maybe Mabel actually wanted to be his friend. On the other hand, if he was trying to trick her then Mabel wanted to know that as soon as possible as well.

It was getting dark, but Mabel wasn't feeling tired. It probably had something to do with the time zone difference. Did the dreamscape even have a time zone?

Instead of going back to the hotel right away, Mabel picked some yarn and everything she needed to knit a sweater. She wanted to take her mind off everything with an art project. She didn't know what color sweater she wanted to make so she made sure she picked up multiple colors of yarn. If she hadn't known that Bill had created the money out of thin air, then she wouldn't have been willing to take money from him. As it stands, it wasn't like she was taking something from him that he had worked hard for.

By the time Mabel had gotten back to her hotel, her mind had turn to her brother. When her head wasn't filled with trying to figure out what Bill was up to, her thoughts were often of Dipper. Mabel wasn't a worrier, but her brother was, and she couldn't banish the mental image of him tearing his hair out worrying about her.

Mabel sighed. Well, there was no use in her thinking about that right now. Making a sweater was probably the only thing that would make her feel better. Although she desperately wanted to pick up the phone and give her brother a call, she knew that would be breaking her word. As nice as Bill was being right now, she didn't want to see him angry… She never wanted to see him angry again. He had been terrifying when she was twelve, and although he had said he meant her no harm, she didn't want to find out if he was telling the truth, at least, not in that way.

The next day, Mabel continued to explore France, but even in one of the most beautiful places she had ever been, loneliness was weighing heavily on the girl. Mabel tried to make friends, but she had bad luck finding people who had time to talk. It was a little strange, actually, how no one would say more than a few words to her, but Mabel figured the people around her were picking up on the fact that her mind was preoccupied with something else.

By the end of her second night in France, she had made a plan. She knew how she was going to deal with Bill and she was finally going to get some honest answers.

* * *

Mabel stood in front of the long mirror on the back of her closet. It was the morning on her third day in France and Mabel was tired of being alone.

She had a plan… a vague plan, but a plan nonetheless.

She was wearing a blue sweater with the Eiffel tower on the front. It had been an old sweater of hers, but she found it appropriate for the occasion.

Mabel fixed her hair as she watched herself in the mirror. Nervously, she nibbled at the corner of her lip. Bill had told her just to call for him through the mirror and he would hear her. Mabel racked her brain for a way to start and she smiled slyly when an idea occurred to her.

Clearing her throat, Mabel spoke to the mirror.

"Mirror, mirror on the wall," she began, "show me…" She thought for a second before finishing the chant with a pleased smile, "…the most well-dressed demon of all."

The mirror lit up with a bright yellow light which completely obscured Mabel's reflection of herself.

"You rang, Shooting Star?" Bill's amused voice came through the mirror, and the yellow light flickered in time with his speech.

Mabel's smile widened. _It actually worked!_

"Uh, yeah, hi," Mabel greeted, fidgeting slightly.

With a flash of light Bill was beside her in human form, grinning down at the girl. The mirror had returned to its previous state, reflecting both of them clearly.

"Hello," he greeted.

Mabel took a breath. "Don't think I'm calling you because I've decided to believe you or anything," she insisted emphatically. "I still don't know what to think, but that being said, I want to give you a chance. I've had a few days to think on it, and I think I have an idea."

Bill raised an eyebrow at her. "Oh? And what would that be?"

"A deal."

Bill's eyes lit up in interest, a devious smile appearing on his face. "A deal, huh? Now you're speaking my language." Bill placed his hands behind his back and leaned forward slightly, his hair falling in his eyes. "So, what did you have in mind?"

"Well, I will come up with your end of the bargain and you can come up with mine. If we both agree we can make the deal."

Bill waved his hand. "Yes, yes, I know how deals work," he reminded her impatiently. "But I'm assuming you have something specific in mind?"

Mabel nodded. "I do. You said deals with demons are binding right? So I want you to be unable to lie to me, no matter what question I ask."

Bill blinked down at her in surprise before his face twisted into a thoughtful grimace. "You want to take away my ability to lie to you?" Bill rubbed his chin. "Hmm… not bad, Shooting Star. This would allow you to ask straight forward questions with confidence in my answers. Actually, this might benefit me as well, since it may alleviate some of your concerns regarding my motives. However, you can't expect me to accept without you giving up something up in return."

Mabel straightened up slightly. "Okay, what do you want then?"

"My first condition is, if I can't lie to you then you can't lie to me either. Seems fair doesn't it?"

Mabel hesitated, but then nodded slowly. "Okay… I don't lie anyway."

"Secondly, even though we both can't lie, we can fail to answer in case a question is too personal."

Mabel raised an eyebrow at him and placed her hands on her hips. "That sounds like a way out for you in case I ask you something you don't want to tell me."

"It is a way out," Bill agreed, "but it's a way out for you as well. What if I asked you personal information about your brother or your great uncle?"

Mabel felt her shoulders tense.

"You've been protective of telling me too much about them up until this point. I doubt you want me asking about them when you can't lie and you're forced to answer."

"Okay, okay, I get it, you're right. We don't have to answer each other if we don't want to. I have a feeling this means that you won't be answering any questions about why you want the three journals then."

Bill laughed. "Oh Shooting Star, you know me so well already. Now, since I am a demon and I do a fair amount of lying- don't look at me like that, you already know its true- and from your own admission, you don't lie at all, it seems a little unfair that you are getting more out of the deal then I am."

Mabel crossed her arms. "Mutually not lying to each other seems like a fair deal to me."

"I just have a small addition to our deal," Bill assured her. "You must agree to come with me to one more dimension." Bill must have noticed the way she eyed him distrustfully.

Bill sighed. "It's a place I think you will like. I'll bring you straight back if you wish. Shooting Star, I am trying to alleviate your suspicion of me, I wouldn't put you in more danger if that was my goal."

Mabel considered his words. "I guess that makes sense, and if I agree to this, than I can finally find out if that is really your goal or not. Okay, Bill, you have a deal."

Bill grinned widely. "Great!" Blue fire erupted in Bill's hand as he held it out for her to take.

Mabel took a small, fearful step back and eyed the blue fire warily.

"It's okay," Bill assured her. "I won't hurt you."

Mabel nodded and she could feel her stomach twist uneasily. She lifted her hand up, but it was harder than she thought it would be to make herself touch fire, even though Bill had assured her it wouldn't hurt. Chills of fear ran down her spine. She knew she wasn't supposed to make deals with the devil, but if the deal was to find out if he was really the devil or not, did that make it okay?

Closing her eyes, Mabel took a breath and reached out towards his hand.

As Bill's fingers closed around hers, there was a sudden sharp warmth that made her jump, but it didn't burn. A strange tingle consumed her hand, the same kind she got when she sat on her legs for too long.

When Bill let go of her hand, she could feel energy buzzing underneath her fingertips.

"Did it work?" Mabel asked, flexing her right hand absently.

"You can feel it, can't you?" Bill asked, nodding towards her hand. "As long as the deal is still in effect, you will feel the energy from it in your hand, as will I. That way we will know if the other voids the deal."

Mabel's eyebrows shot up. "Voids the deal? How does that happen?"

Bill shrugged. "Easy, one of us tells a lie. Or, in your case, you tell a lie or refuse to go with me to the new dimension, since you agreed on both. "

"But the deal says we can't lie! If we can't lie then we can't break the deal, right?"

Bill held up a finger. "Not quite. The deal I made said we can't lie, but you did not specify that we physically can't lie. You could lie to me right now if you wish, but that would break the deal and I would no longer be bound by my end. I would also know that you have lied to me because I will feel the deal break; the same goes for you if I were to lie to you."

Mabel's head was spinning as she tried to collect all this new information. "Why didn't you make it so we physically can't lie to each other? Wouldn't that be better?"

"Not necessarily. Having the choice to back out is always a better option when it comes to deals like this. If I had made it so we physically can't lie to each other, and if for some reason you tried to lie anyway, you would hurt yourself."

Mabel frowned. "What about you?"

"I would be injured as well if I attempted go back on a deal like that, but I'm not human like you. My life wouldn't necessarily be in danger."

"So… you made the deal safer for us? There are no consequences for calling it off?"

"None! Except for, of course, you will no longer be able to tell if I'm lying and I believe that is the whole reason why you suggested this?"

Mabel nodded. "Yeah, it what if one of us lies by accident? Like if a little white lie slips out?"

"You'll know when you are about to break the deal; you'll be able to feel it. As long as you are honest with yourself and you believe you are telling the truth, then you should have no problem."

"Okay… I think I get it." Mabel looked up at him intently. "But now I have some questions for you."

Bill raised an eyebrow at her humorously. "I thought you might. Well, ask away."

Mabel didn't waste anytime. This was her chance to ask the big question. The one she had been worrying about.

"Have you ever altered my mind at all? Change my memories or manipulated my feelings with your powers?" she asked, already dreading his answer.

"No," Bill said with a small smile. "I have never altered your memories or your emotions or anything inside that head of yours. I've taken a peek inside your mind when you first arrived but that was it. And I haven't read your mind since, just as I said I wouldn't."

Mabel's mouth parted in surprise. "Oh…" Mabel looked down at the ground as she tried to absorb his answer. A part of her hadn't been expecting him to have been telling the truth all this time.

"You said you didn't want to hurt me? Is that true?" she asked quickly, watching his expression with great care.

Bill looked affronted "This again? Of course I don't want any harm to come to you, Shooting Star!"

Mabel shook her head, disbelievingly. "Are you just saying that because you need to return me to my brother in once piece? Okay, let me put it another way, if you hadn't needed my brother to find the journals would you still have saved me?"

Bill frowned thoughtfully. "Assuming that I would still had business in Gravity Falls and knew about your injury? Then… yes, I would have still saved you."

Mabel's eyes widened in bewilderment. "Why? Don't you hate us for beating you when we were twelve? Aren't you still mad about that? Don't you want revenge?"

Bill shook his head. "No, I'm not mad… well, not anymore. Granted, getting shown up by kids is a bit of a bruise to the ego, and I was pretty steamed at the time. But, actually, I was more impressed than mad. And trust me, I'm not easily impressed. I let you kids go then, why would I change my mind now?"

"But what's your plan? You didn't just come back and save me for no reason," Mabel asked desperately.

"I told you, Shooting Star, to get the journals. I can't say any more than that."

"I know you won't tell me what you're doing with the journals, but I have to know, are you planning on hurting anyone?

Bill sighed. "Let me put your mind at ease. I do not hate you and your brother. I have no plans to personally attack either of you. I understand my hospitality towards you has made you suspicious, but I'm doing it because… well, if I'm completely honest, I want you to like me. I can't tell you why I want the journals, but I will tell you there is nothing in the journals that will make it possible for me to hurt people. I already have the power to do that. I already know everything that is in the journals, so it's not like you and your brother are handing me anything that can potentially be dangerous to humanity that I don't already know about. Does that," Bill asked slowly, "satisfy you?"

Mabel nodded; her mind still numb with shock. So this… this was the truth? He hadn't been lying to her all this time? She could still barely believe it.

And then, with a sly smile, Mabel looked up with him in amusement. "So… you want me to like you, huh?"

For a fraction of a second, Bill actually looked embarrassed before quickly collecting himself with a sharp smile. "Ah, I was hoping you wouldn't bring that up."

"Out of everything you said, I think that was the most surprising. Is that why you've been showing off? You want me to like you?"

Bill raised an eyebrow at her. "Why else do you think I was showing you around? I did tell you I didn't mind your company."

"There is a big difference between not minding someones company and wanting them to like you. At first, I thought you were just trying to get me to trust you so that you could trick me, but that doesn't make any sense. You could just alter my mind if that's what you wanted, but you said you've never done that."

"And I'm not planning to either," Bill assured her.

Mabel smiled widely. "So, you're just hanging out with me because you want to, huh? So that means you actually like me, doesn't it?" She poked his chest playfully.

Bill paused thoughtfully; thinking over her questions carefully. "Compared to every other human I've met, I would say yes, I do like you." Bill then smiled, somewhat predatorily. "Do you like me?" he asked.

It was the first question he had asked her in which she was forced to tell the truth. She could chose to not answer, but that felt rude since he had answered the same question from her. Although Mabel had now deduced that Bill was not her enemy and wasn't planning on hurting people after he got the journals, she still felt vulnerable actually telling how much she was staring to like him.

So, she gave him a coy smile and shot his previous answer back in his face. "Well, compared to every demon I've met I would say yes, I do like you."

Mabel didn't expect the demon to laugh so loudly, and his laughter was quickly joined in by her own giggles.

It was nice to finally know that she could trust Bill to tell the truth.

Little did Mabel know how easy it was for Bill to lie without lying.

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**My hope is that by the end of the story, once you know Bill's full plan, you can look back on this conversation and see how even though technically Bill isn't lying, he obviously leads her to believe something different than the truth. **

**Please review!**


	10. Fun

**Hey! Sorry this chapter took a little longer! But the reason for that is because this chapter is a bit longer than normal. Enjoy! And thanks again to my beta, cubot!**

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**Chapter 9: Fun**

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"If you're done interrogating me, then I believe it is time for us to leave," Bill said with a smile as he held out his arm.

Mabel blinked. She had almost forgotten about her agreement to go with him to another dimension. Shrugging to herself, Mabel took his arm. They had made a deal and she couldn't back out now.

In a flash, she was pulled…. somewhere else. When she regained her senses, Mabel found herself in what felt like an oven. Even the walls and ground felt like they were radiating heat. They looked like they were in a cave of some kind, because Mabel could see nothing but rock walls and flooring. However, when she looked up to what should be the cave ceiling she could swear there was some sort of red, smoke-filled sky above her. The cave, if it really was a cave, was huge with wide open areas and corridors that seemed like they went on for miles. The light source in the cave was no mystery, and it was the reason that the cave was so warm. Pouring down the walls of the cave and settling into the pools on the floor was slow-moving lava.

Mabel inched closer to the rippling movement of the lava as it flowed into a larger pool where it was soon swept away to other places in the cave.

"Where are we?" she asked.

Bill shrugged. "Oh, that's not important. What's important is what I brought you here to show you."

Bill grabbed her hand and carefully led her away from the lava she had been intently studying and through a rocky corridor.

"Wait, are you seriously not going to tell me where we are?"

He grinned back at her. "Nope!"

Mabel pretended to pout angrily, but she was far too giddy about what she might be seeing next that she couldn't stop a grin from forcing itself upon her face.

"Well, can you at least tell me where we're going?" Mabel asked as she allowed herself to be dragged through this strange new place that smelt like rotten eggs.

"And ruin the surprise?" Bill asked, cackling to himself. "Not a chance! Come on, it's just through here."

They turned a corner and suddenly Bill stopped and turned to her, causing Mabel to halt.

"Hold on, I need to give you something first." Bill held out his hand and suddenly there was a large gold bracelet in his hands. "Here."

Mabel blinked in surprise. "A bracelet? Why are you-"

"It's a gift," Bill said simply, holding it out to her.

Mabel took an uncomfortable step back. "Umm, it's really pretty but I can't-"

Bill chuckled before reaching out and grabbing her arm with his free hand. For a panicked moment, Mabel thought about pulling away, but the gentle way he had her wrist in his grasp made her stop. There hadn't been any malice or force behind his gesture and her curiosity overrode any residual fear she had of him.

In Mabel's hesitation, Bill slipped the gold bracelet around the wrist of her right hand.

"I said it's a gift, I didn't say it was a gift for you," Bill explained further.

"Huh?"

"Come on, we're almost there!" Bill still hadn't let go of her hand, and he took full advantage of this as continued to drag her, hand-in-hand, through the strange overly-warm world they were in.

"Could you be any more cryptic?" Mabel asked sarcastically as Bill pulled her around yet another stone corner.

Mabel dug in her heels and came to a full stop when she saw what was before her.

Gold.

Piles of gold.

Mabel had never seen so much treasure and it was so _shiny_.

"Wow… this is…" Mabel breathed, unable to form the words. There were coins, necklaces, rings, decorative items embellished in gold, crowns, jewels, gold statues and many other antique items. The entire pile of gold was much taller than her.

"Oh, that's not what we're here to see," Bill told her. "This way."

To Mabel's surprise, Bill began climbing up the pile of gold. Mabel clumsily followed the demon up the large pile. From her new perspective on top of the pile, Mabel realized that the pile dipped in the middle as if it were a valley surrounded by mountains.

It was a valley of gold or... as Mabel started to see the inhabitants of the pile of gold… a nest.

Mabel's mouth fell open. "Are those… dragons?"

Small, grey dragons, some no bigger than her fist, and some as long as her arm, were cuddled together in the middle of the gold valley.

"That's right." Bill put his fingers to his lips and admitted a high-pitched whistle.

The small dragons sat up at once, their heads whipping around to look at the two of them.

Bill reached over to Mabel and grabbed her right arm, lifting it up so her new bracelet shone in the light of the lava dripping down the stone walls.

The dragons chirped in excitement, spread their wings, and flew towards the two onlookers.

As the dragons approached, Mabel squealed in fear and amazement as the dragons descended on her and her alone. Two small dragons landed on her arm and nipped playfully at the bracelet on her wrist. Their claws scratched at her arm, but her sweater protected her skin from taking the worst of the sharp claws. The dragons' claws and teeth tickled her skin. Another dragon, this one the length of her arm, came to sit on her shoulder and playfully nipped at her ear.

Mabel giggled hysterically to herself. "They're so cute! I can't believe I'm seeing real dragons!"

Without hesitation, Mabel reached out with her left hand to pet one of the small dragons that were currently fighting over her bracelet. The small dragon cooed happily in response before its brother managed to snatch the gold bracelet from Mabel's arm and flew off with it. The other dragons followed, launching off of Mabel's shoulders to follow the dragon with the prize. The dragon with the bracelet didn't get far, however, because it couldn't continue a steady flight pattern with its already small wings and heavy load. It crashed into the pile of gold not far from Mabel's feet.

"Dragons love gold," Bill explained. "I knew they would love you if you brought some for them. We're lucky the mother isn't here. I don't think she would be too happy about us infiltrating her nest."

"Bill, this is amazing!" Mabel gushed, turning to him. "I love dragons! I didn't even know I loved dragons until now! How did you know I loved them if I didn't?"

Bill laughed and shrugged. "Just a guess, Shooting Star. I had a feeling you would like it here."

"Well, this is incredible!" Mabel didn't know what she was doing until she was already hugging Bill around his middle. The demon didn't move; he stayed perfectly still like he was confused about what to do. Mabel knew that she should probably let go of Bill; that the fact he wasn't hugging her back probably meant he was uncomfortable. However, an unexpected thought entered her mind: Was she the first person to hug Bill Cipher?

If she was, then the sheer accomplishment of being the first person to do so was enough to make her want the hug to last a bit longer.

But that wasn't the only reason.

If this was the first time someone hugged Bill Cipher… then that was just a little sad, and for some reason, that thought made her not want to let go.

Slowly, finally, Mabel released Bill and took a step back. Mabel brushed her hair behind her ear in a vulnerable gesture of embarrassment.

"Sorry," Mabel apologized as heat started to rise to her face. The hug had lasted way too long and Bill hadn't reacted at all. Most people at least relax a little, even if they aren't used to hugs, but Bill hadn't even moved.

Fighting her embarrassment, Mabel looked up at his face to see an astounded expression frozen on Bill's face. It was only there for a second, however, before his expression flickered and was replaced by his usual composed amusement. He always looked like he was watching something that bored him but that had the one redeeming quality of being mildly funny, so the half-smirk rarely left his face.

"Don't worry about it," Bill assured her nonchalantly as he absently tugged his suit back into place.

Relieved, Mabel smiled lightly, her gaze falling on the baby dragons that were currently fighting over the gold bracelet that they had taken from her.

Mabel climbed over the gold, stumbling a few time, as she made her way over to the little dragons. To her delight, they allowed her to pet their scaly backs and one of the smaller ones began to climb onto her hand. Mabel sat down on the gold and another dragon crawled onto her lap. Mabel giggled as she pet them.

"They're so cute!" She gushed.

Bill made his way over to her, this time floating just above the gold.

"I think they like me." Mabel beamed up at Bill and noticed the odd angle she had to turn her neck to look as him. Smiling happily, she patted gold next her, inviting him to sit down. He took the invitation and settled beside her.

"Dragons are empathic," Bill explained. "They can sense if someone wants to hurt them, which is why they have no problems with us being here. We have no intention to hurt them or take their gold."

Mabel picked up the smallest dragon and held it to her face. It cooed, nipping happily at her nose.

"Aww!" she squealed, placing it back in her lap. One of the larger baby dragons flew around Bill and landed on Mabel's shoulder. It put its face against Mabel's cheek, as if asking for attention. Mabel scratched its head happily. Mabel had three dragons on her now, and a few more playing beside her legs. Mabel quickly realized the dragons were purposely ignoring Bill.

She looked at the demon in confusion. "Do they not like your or something?"

Bill shrugged. "They're probably afraid of me. If it wasn't for you they would probably be hiding right now."

Mabel frowned in confusion. "What do you mean?"

"They can sense that you're not afraid of me, and so they figure they have no reason to fear me if you don't."

Mabel's mouth parted in surprise. Since when was she not afraid of Bill? When did that happen? Was it this morning when she made the deal, or was it even before that? She wasn't sure anymore.

"So they don't mind you because I'm here, but they're still not willing to crawl all over the big bad demon?" Mabel teased.

Bill flashed a grin, his teeth blindingly white. "That's right."

Mabel laughed. "You're not so scary."

Bill's bright smile melted into a cocky smirk. "I'm what nightmares are made of, Shooting Star. You're not going to find a scarier demon than me."

"Ow!" Mabel hissed, retracting her hand from one of the small dragons who had playfully decided to shoot out a small spark of fire from its mouth.

"Careful!" Bill warned, reaching out to intervene before stopping short, his hands half-reaching out for hers.

Mabel cradled her hand, which she had managed to remove just before it was burnt. She was currently eyeing the demon with poorly concealed amusement, her lips twisted up as she tried to fight a smile.

"You can relax, 'stuff of nightmares,' I'm fine," Mabel assured him.

Quickly, Bill retracted his hands. An angry scowled flicked across his face before he smiled and chuckled to himself. "Of course. I just need to return you to your brother in one piece."

"Sure, sure, that's why you were concerned," Mabel teased again.

Bill's smile tightened and Mabel wondered if he was angry at her teasing. Her worries were banished, however, when his shoulders relaxed and he laughed.

"Very well, Shooting Star, you win. I supposed I can live with you not being afraid of me. I wouldn't go spreading it around though; I have a reputation after all."

Mabel giggled. "Don't worry, I can keep a secret."

Mabel directed her attention back to the dragons on her lap, teasing one of them with a piece of gold, which quickly became a game of tug-of-war. "Is this what you do when you're not on earth? Travel through dimensions and find nests with baby dragons?

"Well, no, not usually."

"Then what do you do?" Mabel asked, curious. "Make deals with people? Infiltrate their dreams?"

"Sometimes, but only if they have something I want, or the deal is going to be entertaining. You have no idea how boring things can get when you've already seen it all."

"What kind of things do get from people?"

Bill hesitated. "It's not quite that simple, Shooting Star…"

"Do you hurt them?" she asked; her eyes wide. Now that she wasn't afraid of Bill, she found herself wondering if she should be. She believe that he didn't want to hurt her, but that didn't make him a good guy, especially if he was willing to hurt other people.

Bill sighed. "Yeah, sometimes people get hurt. Sometimes deals go bad. I come to people in their hour of need and offer to remove whatever nightmare they're living. But deals always have to be two-sided and some people can't keep their side."

"You trick them, don't you?" Mabel asked. "You offer them their dream, but your deal turns out to be worse than their nightmare."

Bill's mouth parted slightly. "That's not what I said…"

"But it's true, isn't it?" Mabel asked earnestly. She knew this was her chance. She had to ask him the hard questions while he still couldn't lie to her, even if a part of her didn't want to know the answer.

"That is true, but before you start calling me a monster again there is something you still don't understand."

"I'm listening," Mabel urged, and she really was listening. She wasn't as eager to condemn him as she used to be. She knew there was more to him than just a monster.

"I can't always control the deals they make. Even if I had good intentions to help them, the deal could still end horribly. The bigger the deal, the bigger the price people must pay, even I can't control that. People tell me what they want and I tell them the price. It's not like they don't know what they're getting into. Most people run into trouble because humans don't seem to know what they really want. Once they find out they don't really want what they asked for, they break the deal, and that has its own consequences that even I can't control. I'm just a businessman, Shooting Star. It's not personal."

Mabel considered his words carefully. She didn't know what to think of them, but she knew she could believe him, because he couldn't lie.

"Do you have to make deals?" Mabel asked, cocking her head to the side. "They seem like they do more harm than good."

Bill seemed to consider her questions thoughtfully. "I suppose I don't have to do anything. As long as there is a dreamscape, I have an eternal existence. But you try having unlimited power and not using it for anything. The boredom starts to itch after a while, and with humankind running around like chaotic little ants it's hard not to get involved."

"But you don't have to make deals," Mabel pointed out. "You could just… do people favors if you really wanted, couldn't you?"

That made Bill laugh. "I suppose I could, but everything has a price. If I did favors for people then I would be paying the price with my own energy. And even though I'm immortal and I could do that… I'm really not that nice of a guy, Shooting Star."

Mabel felt herself relax. This hadn't really been the answer she wanted to hear from him. She wanted him to tell her that he would never hurt or trick anyone, but she already knew that wasn't the truth. However, his explanation hadn't been all bad. He really was just a businessman looking for some entertainment, and Mabel found a hard time judging someone that was as old as Bill probably was. She goes crazy within fifteen minutes if she had nothing to do. Bill was probably thousands of years old and had already seen everything there is to see twice over. Anyone would go a little stir crazy after that… or in Bill's case, just plain crazy.

But he wasn't exactly the psychopathic killer Mabel had assumed he was years ago. He was just a bored guy with a lot of power who refused to believe that he could feel compassion or that he had a conscious. But Mabel had a feeling he had both. He cared about her at least a little bit, after all, and that had to count for something, right?

"Alright," Mabel said at last. "I guess that makes-"

To Mabel's surprise, the oldest baby dragon, the one that was sitting on her shoulder, had gathered enough confidence to suddenly flap its wings and take a swift dive for Bill's head. At first, Mabel thought that the dragon was attacking Bill, but the dragon pulled up just in time and swiped Bill's hat from his head.

"HEY!" Bill shouted as the dragon flew away with his hat. Mabel could swear she heard the dragon chortling to itself in laughter.

From the corner of her eye, Mabel saw Bill's uncovered eye flash red in anger, but it quickly disappeared when he glanced at Mabel with a scowl.

Mabel laughed and jumped to her feet. "Oh, stop pouting; the little guy just wants to play! Come on!"

Bill glared after the dragon. "I'm not chasing after that lizard-"

"Okay, fine, I'll get your hat back," Mabel said in good humor. "You and your pride can wait here." She winked at him playfully before running after the dragon.

"Mabel, wait!" Bill shouted from behind her, but she had already turned the corner to the next corridor.

The dragon hadn't gone far. It was waiting for her perched on a large, strange-looking rock formation with the hat in its mouth, his wings open, waiting for her to come closer so he could just fly off again and the chase would continue.

Mabel crept forward carefully. "Now, no more funny business you. That hat isn't yours. It's time to give it back."

There was a mischievous glint in the dragon's eyes which made Mabel wonder if it knew exactly what she was saying.

Something warm grabbed her hand from behind and she shrieked in terror, whipping around to punch whatever had grabbed her. She found herself staring into a yellow eye as her heart tried to burst out of her chest.

"Bill! Don't scare me like that!"

"Well, don't run off! You have no idea what you might run into!"

Mabel pulled her arm out of his grasp. "Well, it's a good thing you're here then. It's your hat anyway."

Bill scowled, glance at the dragon that was still eyeing them curiously. Bill waved his hand and in a flash, his hat was back on his head. "There."

Mabel slumped in disappoint. "Aww… that wasn't as fun as I thought it would be."

Bill smirked as he adjusted his hat. "You just wanted to turn my hat into a chew toy."

Mabel gave him a very serious look. "Yes I did."

Suddenly, there was a rumbling noise. At first, Mabel thought it was a rockslide, but as she listened she realized it actually sounded more like a deep throaty growl.

"What is that?" Mabel asked, looking at Bill. However, his eyes were glued to where the young dragon was sitting. Mabel looked over, and to her surprise, the rock formation that the dragon was sitting on was… moving?

Smoke started to billow out from the rocks and Mabel quickly realized that they weren't rocks at all. Glaring at them, and blinking sleepily, was a large, gray dragon; its red eyes boring into them. The baby dragon had been perched upon its mothers head, which had been tucked underneath her paw so neither Bill nor Mabel had recognize it for what it was until it looking at them. Now it was currently deciding whether it was worth the effort to barbeque them or not.

"Umm," Mabel took a step back. "Bill?"

"Yes," Bill answered evenly, his eyes not leaving the mother dragon.

"Are we in trouble?"

"That's a… possibility. Ancient dragons are one of the few creatures that my powers are… less effective against."

"So… we should run then?"

"Definitely."

Mabel took off first with Bill quick behind her. They could hear the dragon roar in anger and take a deep breath. Mabel knew what was coming next, but she couldn't help but look behind her to see the wall of fire shoot down the narrow passageway straight towards her and Bill.

Bill grabbed her around the waist and pushed her into a human-sized crevice in the wall. Mabel could feel the fire shoot past them, the heat stinging her skin. The only protection she had was Bill, who was sheltering her from the fire, his back to the flame, his hands wrapped around her as he pushed her as far into the crevice as she could fit.

With nothing but rock around them, the fire quickly began to die out. They could hear the large footsteps of the mother dragon as she searched for the two intruders. She was getting closer to their hiding place, and any second she would find them. If she blew fire directly at them now, there was no way they could dodge it.

"Ready to go?" Bill asked in her ear.

"I've been ready since the fire almost singed my eyebrows off. What have you been waiting for?" Mabel snapped back. She saw him smirk in response and in a flash they were both pulled out of that dimension and into a world that was much cooler and easier to breathe in than the smoke filled cavern.

Bill released her and Mabel stumbled backwards out of his arms, her head swimming in confusion. She instantly recognized the hotel room she had been staying at for the last few days.

Mabel coughed a few times to remove the smoke from her lungs.

She glanced up at Bill who looked completely unburnt. However, his suit was covered in soot and dirt, and looking down at herself, she looked just as bad.

"That was… not how I planned that trip to go," Bill explained hesitantly, a few pieces of soot falling from his darkened hair onto his nose.

Mabel could feel her hands shaking from the brush with death and she couldn't help it. It was all too ridiculous. She laughed.

It had been dangerous and wonderful and _fun_. The last time she had so much fun was last summer when her and her brother had finished up their last mystery before they had to go home for the school year. The only real adventure she had this summer was when she was nearly stabbed to death, so that one hadn't been fun at all. She had been waiting all year to have another adventure and now she had met _dragons,_ teased and hung out with a _demon,_ and dodge a wall of _fire_. It was like out of some supernatural fairytale.

Bill's eyes widened as Mabel's laugher continued. "Are… are you alright, Shooting Star?"

He sounded more than a little concerned about her mental health, which was ironic coming from him.

"I'm fine," Mabel said between laughter. "That was just so much fun!"

"You weren't scared?" Bill asked.

"Of course I was! I was terrified! I really thought I was going to be burned alive, but we escaped! We made it!" Mabel squealed.

"Almost dying is… fun for you?" Bill asked, raising an eyebrow.

"It can be," Mabel explained. "It's part of the adventure and that was an awesome adventure! I saw dragons! Dragons! It was amazing!"

Bill laughed, shaking his head in amazement. "Most mortals are sensitive about the whole 'mortal peril' thing, but now that I think about it, you must be used to it by now."

Mabel shrugged, still grinning. "Well, yeah! Usually the more dangerous the adventure the more fun it is!"

"So… you had fun then?" Bill asked.

"Of course I did!"

Bill nodded, satisfied.

"Did you have fun with me?" Mabel asked back.

As soon as the question left her lips, Mabel noticed the hesitation in his eyes.

* * *

Bill hesitated for a half a second, his mind racing through a multitude of answers he could say to answer her question. He wanted to tell her what she wanted to hear, but he also couldn't lie.

He could twist her question back at her, he could answer a different question then she asked, but similar enough that she wouldn't notice, or he could not answer at all and distract her from the fact she asked him anything. He had used all these tricks with her already and the naive girl failed to notice them.

One thing was for sure, he couldn't tell the truth to the question she asked. She would become suspicious of him all over again if she knew-

The smile dropped from his face.

...Wait.

"Bill? Are you okay?"

Bill looked down at the girl, stunned by his own revelation.

"Yes, I did," Bill told her.

Shooting Star's eyebrows creased in confusion. "Yes you did what?"

"Yes, I did have fun with you, Shooting Star."

The girl beamed up at him, her smile was blinding. She raised an amused eyebrow at him. "You don't have to sound so surprised about it."

Bill smiled and chuckled lowly. "I just didn't expect that to be the truth."

And it was the truth, as strange as that was. He actually did have fun with Shooting Star. In fact, that wasn't the first time he had fun being with her this week. However, having fun with her was the first time in centuries, maybe in his entire existence, that he actually had fun that wasn't at someone else's expense.

Bill had never had to think this way before. He never had to think about right and wrong, lies and truth, good and evil. Bill just did things to benefit himself or said whatever he needed to get his way. He never had to think about whether he was saying a truth or a lie, whether he was doing something right or wrong; he just did it.

However, this deal he made with Mabel was forcing him to think in a different way. He had to figure out when he was lying and when he wasn't. He had to figure out what she considered good and what she would view as evil. One mistake and she would distrust him again.

It was difficult because Bill usually didn't think in such boring, one dimensional terms.

It was unexpected, he realized, that a girl who could have such a mundane concept of right and wrong could actually be farthest thing for boring herself.

* * *

**I really hope you guys liked this chapter! I feel like the story is finally starting, and it's nice to be able to write them a little more free now that Mabel isn't as guarded. Also… DRAGONS! **

**Please review and let me know what you thought!**


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